Annex 7 - Taxi and Private Hire Vertical Additional Terms and Conditions
These Taxi and Private Hire Vertical Additional Terms and Conditions (“Additional Taxi and Private Hire Vertical Terms”) set forth the terms and conditions that apply to Partner using the Taxi and Private Hire Vertical. These Additional Taxi and Private Hire Vertical Terms are an integral part of the (i) HERE Mobility Master Terms and Conditions (and all their respective referenced and attached Annexes, Schedules or Exhibits), or (ii) HERE Mobility Products - Partner Terms of Service (and all their respective referenced and attached Annexes, Schedules or Exhibits) (each and as applicable, the “Terms”). The term “Agreement” as used herein means (a) the HERE Mobility License Agreement including its applicable Terms, and the Data Protection Addendum (“DPA”), or (b) HERE Mobility Products - Partner Terms of Service and the DPA. All capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the Agreement and the DPA. In the event of any conflict between the terms of these Additional Taxi and Private Hire Vertical Terms and the Agreement, the terms of these Additional Taxi and Private Hire Vertical Terms shall prevail and take precedence and modify those terms of the Agreement.
A. Additional Definitions.
The following definitions shall be added to Exhibit A (“Definitions”) of the Terms:
(1) “Access Package” means the HERE credentials, access keys, documentations and any other libraries or code examples that HERE may make available to Partner for the purpose of accessing the Mobility Supply API.
(2) “Mobility Supply API” means the mobility application programming interface, software developer kit, documentation, and any software, materials or data that HERE, in its sole discretion, makes available to Partner which shall be integrated by Partner with the Partner Materials such that Partner shall be able to provide Mobility Services to individuals and third parties. The Mobility Supply API is licensed as a single unit and its component parts may not be separated for individual use.
(3) “Taxi and Private Hire Vertical” means the Mobility Marketplace Vertical for third-party providers of taxi and/or private hire transportation services, that allows such third-party providers to offer applicable Mobility Services to Consumers.
B. Additional Mobility Products Terms and Conditions
The following terms and conditions shall be added to Section 1 (“Provision and Use of The Mobility Products”) of the Terms:
(1) Partner may choose the manner in which it shall access the Mobility Products, as follows: (a) access via the Mobility Supply API, in which case HERE shall provide Partner with the Access Package; or (b) access via Partner’s third party dispatch system or any other system that Partner uses to provide transportation services to Consumers, in which case Partner shall provide HERE with the required access credentials.
(2) Partner shall provide each Driver with a copy of the notice set forth herein below as Exhibit 1 (“Driver Notice”) together with any and all legally required and otherwise appropriate instructions, warnings, notices and safety information and obtain such affirmative, informed and legally valid consents from each Driver as required by applicable laws and regulations, including Data Protection Laws, including to the Driver Notice, prior to: (i) providing HERE with such Driver Data; and (ii) providing the Driver with any Consumer Data.
C. Additional Data Terms and Conditions.
The following terms and conditions shall be added to Section 3 (“Data”) of the Terms and to the DPA:
(1) While using the Mobility Products, Partner Account Data, certain Partner Personnel Data and Driver Data shall be made available to HERE. Partner hereby grants HERE a royalty-free, fully-paid, irrevocable, non-exclusive license to use, process, display, copy and store such Partner Account Data, Partner Personnel Data and Driver Data in order to (i) provide the Mobility Products to Partner; and (ii) administer and make improvements to the Mobility Products.
(2) Partner shall provide each Partner Personnel with a copy of the HERE Privacy Policy and any and all legally required and otherwise appropriate instructions, warnings, notices and safety information and obtain such affirmative, informed and legally valid consents from each Partner Personnel as required by applicable Data Protection Laws prior to: (i) providing each Partner Personnel with access to the Mobility Products and/or (ii) sharing such Partner Personnel Data with HERE.
(3) The parties agree that the subject matter, nature and purpose of the processing of Data is the provision of Mobility Services and/or access to the Mobility Services in accordance with the Agreement.
(4) The types of Personal Data being processed, and the categories of Data Subjects are related to Partner Account Data, Personnel Data, Driver Data and Consumer Data.
D. Additional Reports/Audit Terms and Conditions.
The following terms and conditions shall be added to Section 5 (“Reports/Audit”) of the Terms:
(1) The Partner Reports set forth in Section 5.1 of the Terms, shall include the following: (i) all rides booked by Consumers, including without limitation, ride id (Partner internal, and external, if applicable), date, time, pickup and drop off locations, Driver and vehicle plate number, actual ride price and currency, and the Service Charges due for each ride, (ii) the calculation of the Service Charges, and (iii) any additional reports as shall be mutually agreed upon by the parties.
Exhibit 1
Driver Notice
This Driver Notice (“Driver Notice”) is provided to you in connection with your position as a driver in a mobility fleet that uses HERE Mobility Products (“Mobility Products”) which is owned and operated by HERE (“HERE”). The Mobility Products provide a mobility fleet owner (“Fleet Owner”) with access to potential passengers who request and/or book transportation services. It is up to you to decide whether to provide a ride in connection with the Mobility Products.
Please read this Driver Notice carefully before picking up passengers that were referred to you via the Mobility Products. You should promptly contact your Fleet Owner if you do not wish to provide rides to passengers in connection with the Mobility Products.
1. You hereby warrant and represent that:
- you are of the legal age to drive the motor vehicle you use in connection with the Mobility Products, or otherwise of the legal age of majority in the jurisdiction in which you are providing a ride in connection with the Mobility Products;
- you own, or have the legal right to operate the motor vehicle you use in connection with the Mobility Products;
- the motor vehicle you use in connection with the Mobility Products is in good operating condition, duly licensed and tested, and meets the industry safety standards and all required approvals under applicable law;
- you will not engage in any reckless or unsafe behaviors, including carrying a weapon, refusing to abide by traffic safety or other laws, or threatening the health, safety, and wellbeing of yourself, passengers or other third parties while providing transportation services in connection with the Mobility Products;
- you have a valid driver’s license for the applicable territory and vehicle type where the ride is rendered or performed, and you are medically fit to operate a motor vehicle;
- you will drive safely in accordance with, and abide by all applicable laws and regulations with respect to operation of a motor vehicle in connection with the Mobility Products;
- you have and will maintain a proper insurance coverage as required by law for you and all passengers in the motor vehicle you are using in connection with the Mobility Products including insurance against accidents which may occur while driving;
- you will offer the Mobility Products safely and, in a manner, which does not interfere with safe and lawful driving. Please always stop your motor vehicle safely, and where permitted to do so, before engaging with the Mobility Products;
- you will not engage in reckless or unsafe behavior while driving in connection with the Mobility Products, drive safely, operate a motor vehicle that is unsafe to drive, carry a weapon or operating a motor vehicle while under the influence of alcohol, drugs or medication, or take action that harms or threatens the health, safety, and the wellbeing of yourself, other passengers of your ride, or other third parties;
- You acknowledge and agree that HERE is not and shall not be liable for your acts, activities, errors, omissions, behaviors, representations, warranties, breaches or negligence, including without limitation in connection with the quality or safety of the transportation services provided by you, bodily injuries, death, property damage, or other damages or expenses resulting therefrom;
- you acknowledge that you and your Fleet Owner are responsible for, and will indemnify and hold HERE, its affiliates, and its and their respective directors, officers, employees, contractors, agents, representatives, successor and assigns harmless from and against, any claims arising out of your responsibilities or failure to comply with any obligations imposed on you by your Fleet Owner, regulatory authorities, industry and professional standards;
- as between HERE and you, you and your Fleet Owner are solely and fully responsible for abiding by all applicable industry and professional standards, including, without limitation, the: (i) pick-up and delivery of passengers at agreed-upon times, prices and locations; (ii) prompt notification to all appropriate parties of unexpected delays in the pick-up or delivery of passengers; (iii) providing to appropriate parties appropriate transaction receipts; (iv) handling of any payment cards; (v) interaction with all parties in a professional and courteous manner; (vi) maintenance of adequate insurance coverage and applicable licenses and bonds at all times; and (vii) compliance with all applicable laws, rules and regulations;
- you and your Fleet Owner shall have the sole responsibility to passengers or other third parties, including your employees, subcontractors, agents and representatives, for any and all obligations or liabilities that arise from your use of the Mobility Products;
- by using the Mobility Products to receive and accept requests for transportation and by providing transportation services to users of the Mobility Products, you accept, agree and acknowledge that a direct legal relationship is created and assumed solely between you and the user of the Mobility Products. HERE shall not be responsible or liable for the actions, omissions and behavior of the passenger in or in relation to the activities of you and/or your vehicle; and
- the fees for your provision of transportation services in connection with the Mobility Products have been or will be paid by your Fleet Owner.
2. Information about you that your Fleet Owner provides HERE:
a. Your Fleet Owner will provide HERE with information about you and the rides that you make when they are made in connection with the Mobility Products. This information may include personal information such as your name, phone number, photo (optional), details on the vehicle you use, as well as pick up and drop of locations of the passengers you service.
b. Please note that your information is provided to HERE by your Fleet Owner. Your Fleet Owner is the data controller for your personal information (“Driver Personal Data”) and HERE is the data processor for purposes of compliance with the requirements of applicable data protection laws in the country in which you provide transportation services (“Privacy Laws”). HERE’s processing of your Driver Personal Data shall be within a dedicated, logically segregated platform and limited to the following purposes: (i) the processing, use, storage, disclosure and disposal of such Driver Personal Data for purposes of matching passengers with your transportation services; and (ii) de-identifying your Driver Personal Data so that it no longer relates to you or is rendered anonymous in such a way that you are no longer identifiable (“Anonymous Data”), for purposes of utilizing such Anonymous Data in HERE’s other products.
c. Please refer to the privacy policy of your Fleet Owner to understand more about how your fleet Owner will treat the information, including your Driver Personal Data, that you provide to your fleet Owner. HERE is not responsible for the privacy practices of others and HERE recommends you read their privacy notices.
3. HERE may share your Driver Personal Data as follows:
- With passengers who use your transportation services in connection with the Mobility Products;
- With third parties that provide passengers with the ability to book your transportation services in connection with the Mobility Products;
- With HERE affiliated companies;
- With HERE authorized service providers; and
- As required by law or in relation to legal proceeding.
4. HERE retains your Driver Personal Data for as long as is necessary to fulfil our agreement with your Fleet Manager, and to comply with HERE’s legal obligations, resolve disputes, and enforce this Driver Notice.
5. You may have certain rights with respect to your Driver Personal Data, including without limitation, a right to access, correct, amend, and delete your Driver Personal Data. As HERE acts as data processor with respect to your Personal Data, and your Fleet Owner acts as a data controller with respect to such data, please contact your Fleet Owner if you wish to exercise any of your rights.
6. You (whether jointly or severally with your Fleet Owner) are solely responsible for the safety of your passengers and HERE does not accept any liability for your failure to comply with the terms of this Driver Notice nor for any other aspect of your driving.
Please direct any questions you may have regarding the Mobility Products or this Driver Notice, including questions related to privacy to: mobility_support@here.com.