Exhibit 1

Case 3:17-cv-00850-WHA Document 1-1 Filed 02/21/17 Page 1 of 22
RASIER,	LLC	/	RASIER-CA,	LLC	/	RASIER-PA,	LLC	/	RASIER-DC,	LLC	/	RASIER-MT,	LLC	/	HINTER-NM

TECHNOLOGY	SERVICES	AGREEMENT

Last	update:	December	11,	2015

This	Technology	Services	Agreement	(“Agreement”)	constitutes	a	legal	agreement	between	you,	an	

individual	(“you”)	and	Rasier-CA,	LLC	if	your	Territory	(as	defined	below)	is	within	the	State	of	California,	

Rasier-PA,	LLC	if	your	Territory	is	within	the	State	of	Pennsylvania,	Rasier-DC,	LLC	if	your	Territory	is	

within	the	State	of	Florida,	Rasier-MT,	LLC	if	your	Territory	is	within	the	State	of	Montana,	Hinter-NM	if	

your	Territory	is	within	the	State	of	New	Mexico,	or	Rasier,	LLC	if	your	Territory	is	anywhere	else	within	

the	United	States	(as	applicable,	“Company”).			

Company,	a	subsidiary	of	Uber	Technologies,	Inc.	(“Uber”),	provides	lead	generation	to	independent	

providers	of	rideshare	or	peer-to-peer	(collectively,	“P2P”)	passenger	transportation	services	using	the	

Uber	Services	(as	defined	below).	The	Uber	Services	enable	an	authorized	transportation	provider	to	

seek,	receive	and	fulfill	requests	for	transportation	services	from	an	authorized	user	of	Uber’s	mobile	

applications.	You	desire	to	enter	into	this	Agreement	for	the	purpose	of	accessing	and	using	the	Uber	

Services.

You	acknowledge	and	agree	that	Company	is	a	technology	services	provider	that	does	not	provide	

transportation	services.

In	order	to	use	the	Uber	Services,	you	must	agree	to	the	terms	and	conditions	that	are	set forth	below.		

Upon	your	execution	(electronic	or	otherwise)	of	this	Agreement,	you	and	Company	shall	be	bound	by	

the	terms	and	conditions	set	forth	herein.	

IMPORTANT:	PLEASE	NOTE	THAT	TO	USE	THE	UBER	SERVICES,	YOU	MUST	AGREE	

TO	THE	TERMS	AND	CONDITIONS	SET	FORTH	BELOW.	PLEASE	REVIEW	THE	

ARBITRATION	PROVISION	SET	FORTH	BELOW	CAREFULLY,	AS	IT	WILL	REQUIRE	

YOU	TO	RESOLVE	DISPUTES	WITH	THE	COMPANY	ON	AN	INDIVIDUAL	BASIS,	

EXCEPT	AS	PROVIDED	IN	SECTION	15.3, THROUGH	FINAL	AND	BINDING	

ARBITRATION	UNLESS	YOU	CHOOSE	TO	OPT	OUT	OF	THE	ARBITRATION	

PROVISION.		BY	VIRTUE	OF	YOUR	ELECTRONIC	EXECUTION	OF	THIS	AGREEMENT,	

YOU	WILL	BE	ACKNOWLEDGING	THAT	YOU	HAVE	READ	AND	UNDERSTOOD	ALL	

OF	THE	TERMS	OF	THIS	AGREEMENT	(INCLUDING	THE	ARBITRATION	PROVISION)	

AND	HAVE	TAKEN	TIME TO	CONSIDER	THE	CONSEQUENCES	OF	THIS	IMPORTANT	

BUSINESS	DECISION.		IF	YOU	DO	NOT	WISH	TO	BE	SUBJECT	TO	ARBITRATION,	

YOU	MAY	OPT	OUT	OF	THE	ARBITRATION	PROVISION	BY	FOLLOWING	THE	

INSTRUCTIONS	PROVIDED	IN	THE	ARBITRATION	PROVISION	BELOW.

Case 3:17-cv-00850-WHA Document 1-1 Filed 02/21/17 Page 2 of 22
1. Definitions

1.1 “Affiliate”	means	an	entity	that,	directly	or	indirectly,	controls,	is	under	the	control	of,	or	is	

under	common	control	with	a	party,	where	control	means	having	more	than	fifty	percent	(50%)	

of	the	voting	stock	or	other	ownership	interest	or	the	majority	of	the	voting	rights	of	such	entity.	

1.2 “City	Addendum”	means	an	addendum	or	supplemental	information	to	this	Agreement	setting	

forth	additional	Territory-specific	terms,	as	made	available	and	as	updated	by	Company	from	

time	to	time.		

1.3 “Company	Data”	means	all	data	related	to	the	access	and	use	of	the	Uber	Services	hereunder,	

including	all	data	related	to	Users	(including	User	Information),	all	data	related	to	the	provision	

of	Transportation	Services	via	the	Uber	Services	and	the	Driver	App,	and	the	Driver	ID.

1.4 “Company	Device”	means	a	mobile	device	owned	or	controlled	by	Company	that	is	provided	to	

you	solely	for	your	use	of	the	Driver	App	to	provide	Transportation	Services.

1.5 “Device”	means	a	Company	Device	or	Your	Device,	as	the	case	may	be.	

1.6 “Driver	App”	means	the	mobile	application	provided	by	Company	that	enables	transportation	

providers	to	access	the	Uber	Services	for	the	purpose	of	seeking,	receiving	and	fulfilling	ondemand	requests	for	transportation	services	by	Users,	as	may	be	updated	or	modified	from	time	

to	time.

1.7 “Driver	ID”	means	the	identification	and	password	key	assigned	by	Company	to	you	that	enables	

you	to	use	and	access	the	Driver	App.

1.8 “Fare”	has	the	meaning	set	forth	in	Section	4.1.

1.9 “Service	Fee”	has	the	meaning	set	forth	in	Section	4.4.			

1.10 “Territory”	means	the	city	or	metro	areas	in	the	United	States	in	which	you	are	enabled	by	the	

Driver	App	to	receive	requests	for	Transportation	Services.	

1.11 “Tolls”	means	any	applicable	road,	bridge,	ferry,	tunnel	and	airport	charges	and	fees,	including	

inner-city	congestion,	environmental	or	similar	charges	as	reasonably	determined	by	the	Uber	

Services	based	on	available	information.

1.12 “Transportation	Services”	means	your	provision	of	P2P	passenger	transportation	services	to	

Users	via	the	Uber	Services	in	the	Territory	using	the	Vehicle.

1.13 “Uber	Services”	mean	Uber’s	on-demand	lead	generation	and	related	services	licensed	by	Uber	

to	Company	that	enable	transportation	providers	to	seek,	receive	and	fulfill	on-demand	

requests	for	transportation	services	by	Users	seeking	transportation	services;	such	Uber	Services	

include	access	to	the	Driver	App	and	Uber’s	software,	websites,	payment	services	as	described	

in	Section	4	below,	and	related	support	services	systems,	as	may	be	updated	or	modified	from	

time	to	time.

1.14 “User”	means	an	end	user	authorized	by	Uber	to	use	the	Uber	mobile	application	for	the	

purpose	of	obtaining	Transportation	Services	offered	by	Company’s	transportation	provider	

customers.	

1.15 “User	Information”	means information	about	a	User	made	available	to	you	in	connection	with	

such	User’s	request	for	and	use	of	Transportation	Services,	which	may	include	the	User’s	name,	

pick-up	location,	contact	information	and	photo.

Case 3:17-cv-00850-WHA Document 1-1 Filed 02/21/17 Page 3 of 22
1.16 “Vehicle”	means	your	vehicle	that:		(a)	meets	the	then-current	Company	requirements	for	a

vehicle	on	the	Uber	Services;	and	(b)	Company	authorizes	for	your	use	for	the	purpose	of	

providing	Transportation	Services.

1.17 “Your	Device”	means	a	mobile	device	owned	or	controlled	by	you:		(a)	that	meets	the	thencurrent	Company	specifications	for	mobile	devices	as	set	forth	at	www.uber.com/byod-devices;	

and	(b)	on	which	the	Driver	App	has	been	installed	as	authorized	by	Company	solely	for	the	

purpose	of	providing	Transportation	Services.

2. Use	of	the	Uber	Services	

2.1 Driver	IDs.	Uber	will	issue	you	a	Driver	ID	to	enable	you	to	access	and	use	the	Driver	App	on	a	

Device	in	accordance	with	this	Agreement.	Company	reserves	the	right	to	deactivate	your	Driver	

ID	if	you	have	not	fulfilled	a	request	for	Transportation	Services	using	the	Driver	App	at	least	

once	a	month.	You	agree	that	you	will	maintain	your	Driver	ID	in	confidence	and	not	share	

your	Driver	ID	with	any	third	party.	You	will	immediately	notify	Company	of	any	actual	or	

suspected	breach	or	improper	use	or	disclosure	of	your	Driver	ID	or	the	Driver	App.

2.2 Provision	of	Transportation	Services.	When	the	Driver	App	is	active,	User	requests	for	

Transportation	Services	may	appear	to	you	via	the	Driver	App	if	you	are	available	and	in	the	

vicinity	of	the	User.	If	you	accept	a	User’s	request	for	Transportation	Services,	the	Uber	Services	

will	provide	you	with	certain	User	Information	via	the	Driver	App,	including	the	User’s	first	name	

and	pickup	location.	In	order	to	enhance	User	satisfaction	with	the	Uber	mobile	application	and	

your	Transportation	Services,	it	is	recommended	that	you	wait	at	least	ten	(10)	minutes	for	a	

User	to	show	up	at	the	requested	pick-up	location.	You	will	obtain	the	destination	from	the	

User,	either	in	person	upon	pickup	or	from	the	Driver	App	if	the	User	elects	to	enter	such	

destination	via	Uber’s	mobile	application.	You	acknowledge	and	agree	that	once	you	have	

accepted	a	User’s	request	for	Transportation	Services,	Uber’s	mobile	application	may	provide	

certain	information	about	you	to	the	User,	including	your	first	name,	contact	information,	photo	

and	location,	and	your	Vehicle’s	make	and	license	plate	number.	You	shall	not	contact	any	Users	

or	use	any	User’s	personal	data	for	any	reason	other	than	for	the	purposes	of	fulfilling	

Transportation	Services.	As	between	Company	and	you,	you	acknowledge	and	agree	that:		(a)	

you	shall	be	solely	responsible	for	determining	the	most	effective,	efficient	and	safe	manner	to	

perform	each	instance	of	Transportation	Services;	and	(b)	except	for	the	Uber	Services	or	any	

Company	Devices	(if	applicable),	you	shall	provide	all	necessary	equipment,	tools	and	other	

materials,	at	your	own	expense,	necessary	to	perform	Transportation	Services.	You	understand	

and	agree	that	you	have	a	legal	obligation	under	the	Americans	with	Disabilities	Act	and	similar	

state	laws	to	transport	Users	with	Service	Animals	(as	defined	by	applicable	state	and	federal	

law),	including	guide	dogs	for	the	blind	and	visually	impaired	Users,	and	there	is	no	exception	to	

this	obligation	for	allergies	or	religious	objections.	Your	knowing	failure	to	transport	a	User	with	

a	Service	Animal	shall	constitute	a	material	breach	of	this	Agreement.	You	agree	that	a	“knowing	

failure”	to	comply	with	this	legal	obligation	shall	constitute	either:	(1)	a	denial	of	a	ride	where	

you	state	the	denial	was	due	to	a	Service	Animal;	or	(2)	there	is	more	than	one	(1)	instance	in	

which	a	User	or	the	companion	of	a	User	alleges	that	you	cancelled	or	refused	a	ride	on	the	

basis	of	a	Service	Animal.	

2.3 Your	Relationship	with	Users.	You	acknowledge	and	agree	that	your	provision of	Transportation	

Services	to	Users	creates	a	direct	business	relationship	between	you	and	the	User.	Company	is	

not	responsible	or	liable	for	the	actions	or	inactions	of	a	User	in	relation	to	you,	your	activities	or	

your	Vehicle.	You	shall	have	the	sole	responsibility	for	any	obligations	or	liabilities	to	Users	or	

third	parties	that	arise	from	your	provision	of	Transportation	Services.	You	acknowledge	and	

Case 3:17-cv-00850-WHA Document 1-1 Filed 02/21/17 Page 4 of 22
agree	that	you	are	solely	responsible	for	taking	such	precautions	as	may	be	reasonable	and	

proper	(including	maintaining	adequate	insurance	that	meets	the	requirements	of	all	applicable	

laws	including	motor	vehicle	financial	responsibility	laws)	regarding	any	acts	or	omissions	of	a	

User	or	third	party.	You	acknowledge	and	agree	that	Company	may	release	your	contact	and/or	

insurance	information	to	a	User	upon	such	User’s	reasonable	request.	You	acknowledge	and	

agree	that,	unless	specifically	consented	to	by	a	User,	you	may	not	transport	or	allow	inside	your	

Vehicle	individuals	other	than	a	User	and	any	individuals	authorized	by	such	User,	during	the	

performance	of	Transportation	Services	for	such	User.	You	acknowledge	and	agree	that	all	Users	

should	be	transported	directly	to	their	specified	destination,	as	directed	by	the	applicable	User,	

without	unauthorized	interruption	or	unauthorized	stops.						

2.4 Your	Relationship	with	Company.	You	acknowledge	and	agree	that	Company’s	provision	to	you	

of	the	Driver	App	and	the	Uber	Services	creates	a	direct	business	relationship	between	Company	

and	you.	Company	does	not,	and	shall	not	be	deemed	to,	direct	or	control	you	generally	or	in	

your	performance	under	this	Agreement	specifically,	including	in	connection	with	your	provision	

of	Transportation	Services,	your	acts	or	omissions,	or	your	operation	and	maintenance	of	your	

Vehicle.	You	retain	the	sole	right	to	determine	when,	where, and	for	how	long	you	will	utilize	

the	Driver	App	or	the	Uber	Services.	You	retain	the	option,	via	the	Driver	App,	to	attempt	to	

accept	or	to	decline	or	ignore	a	User’s	request	for	Transportation	Services	via	the	Uber	Services,	

or	to	cancel	an	accepted	request	for	Transportation	Services	via	the	Driver	App,	subject	to	

Company’s	then-current	cancellation	policies.	With	the	exception	of	any	signage	required	by	

local	law	or	permit/license	requirements,	Company	shall	have	no	right	to	require	you	to:		(a)	

display	Company’s	or	any	of	its	Affiliates’	names,	logos	or	colors	on	your	Vehicle(s);	or	(b)	wear	a	

uniform	or	any	other	clothing	displaying	Company’s	or	any	of	its	Affiliates’	names,	logos	or	

colors.	You	acknowledge	and	agree	that	you	have	complete	discretion	to	provide	services	or	

otherwise	engage	in	other	business	or	employment	activities.		For	the	sake	of	clarity,	you	

understand	that	you	retain	the	complete	right	to;	(i)	use	other	software	application	services	in	

addition	to	the	Uber	Services;	and	(ii)	engage	in	any	other	occupation	or	business.	Company	

retains	the	right	to	deactivate	or	otherwise	restrict	you	from	accessing	or	using	the	Driver	App	

or	the	Uber	Services	in	the	event	of	a	violation	or	alleged	violation	of	this	Agreement,	your	

disparagement	of	Company	or	any	of	its	Affiliates,	your	act	or	omission	that	causes	harm	to	

Company’s	or	its	Affiliates’	brand,	reputation	or	business	as	determined	by	Company	in	its	sole	

discretion.

2.5 Ratings.		

2.5.1 You acknowledge	and	agree	that:		(a)	after	receiving	Transportation	Services,	a	User	will	

be	prompted	by	Uber’s	mobile	application	to	provide	a	rating	of	you	and	such	

Transportation	Services	and,	optionally,	to	provide	comments	or	feedback	about	you	

and	such	Transportation	Services;	and	(b)	after	providing	Transportation	Services,	you	

will	be	prompted	by	the	Driver	App	to	provide	a	rating	of	the	User	and,	optionally,	to	

provide	comments	or	feedback	about	the	User.	You	shall	provide	your	ratings	and	

feedback	in good	faith.	

2.5.2 You	acknowledge	that	Company	desires	that	Users	have	access	to	high-quality	services	

via	Uber’s mobile	application.	In	order	to	continue	to	receive	access	to	the	Driver	App	

and	the	Uber	Services,	you	must	maintain	an	average	rating	by	Users	that	exceeds	the	

minimum	average	acceptable	rating	established	by	Company	for	your	Territory,	as	may	

be	updated	from	time	to	time	by	Company	in	its	sole	discretion	(“Minimum	Average	

Rating”).	Your average	rating	is	intended	to	reflect	Users’	satisfaction	with	your	

Case 3:17-cv-00850-WHA Document 1-1 Filed 02/21/17 Page 5 of 22
Transportation	Services rather	than	your	compliance	with	any	of	Company’s	policies	or	

recommendations. In	the	event	your	average	rating	falls	below	the	Minimum	Average	

Rating,	Company	will	notify	you	and	may	provide	you,	in	Company’s	discretion,	a	limited	

period	of	time	to	raise	your	average	rating	above	the	Minimum	Average	Rating.	If	you	

do	not	increase	your	average	rating	above	the	Minimum	Average	Rating	within	the	time	

period	allowed	(if	any),	Company	reserves	the	right	to	deactivate	your	access	to	the	

Driver	App	and	the	Uber	Services.	Additionally,	you	acknowledge	that	your	repeated	

failure	to	accept	User	requests	for	Transportation	Services	while	you	are	logged	in	to	the	

Driver	App	creates	a	negative	experience	for	Users	of	Uber’s	mobile	application.	If	you	

do	not	wish	to	accept	User	requests	for	Transportation	Services	for	a	period	of	time,	you	

agree	that	you	will	log	off	of	the	Driver	App.	

2.5.3 Company	and	its	Affiliates	reserve	the	right	to	use,	share	and	display	your	and	User	

ratings	and	comments	in	any	manner	in	connection	with	the	business	of	Company	and	

its	Affiliates	without	attribution	to	you or	your	approval.	You	acknowledge	and	agree	

that	Company	and	its	Affiliates	are	distributors	(without	any	obligation	to	verify)	and	not	

publishers	of	your	and	User	ratings	and	comments,	provided	that	Company	and	its	

Affiliates	reserve	the	right	to	edit	or remove	comments	in	the	event	that	such	

comments	include	obscenities	or	other	objectionable	content,	include	an	individual’s	

name	or	other	personal	information,	or	violate	any	privacy	laws,	other	applicable	laws	

or	Company’s	or	its	Affiliates’	content	policies.

2.6 Devices.	

2.6.1 Company	encourages	you	to	use	Your	Device	in	providing	Transportation	Services.	

Otherwise,	if	you	elect	to	use	any	Company	Devices,	Company	will	supply	you	upon	

request	with	Company	Devices	and	provide	the	necessary	wireless	data	plan	for	such	

Devices,	provided	that	Company	will	require	reimbursement	from	you	for	the	costs	

associated	with	the	wireless	data	plan	of	each	Company	Device	and/or	request	a	deposit	

for	each	Company	Device.	You	agree	that:		(a)	Company	Devices	may	only	be	used	for	

the	purpose	of	enabling	your	access	to	the	Uber	Services;	and	(b)	Company	Devices	may	

not	be	transferred,	loaned,	sold	or	otherwise	provided	in	any	manner	to	any	party	other	

than	you.	Company	Devices	shall	at	all	times	remain	the	property	of	Company,	and	upon	

termination	of	this	Agreement	or	your	termination	or	deactivation,	you	agree	to	return	

to	Company	the	applicable	Company	Devices	within	ten	(10)	days.	You	agree	that	failure	

to	timely	return	any	Company	Devices,	or	damage	to	Company	Devices	outside	of	

“normal	wear	and	tear,”	will	result	in	the	forfeiture	of	related	deposits.	

2.6.2 If	you	elect	to	use	Your	Devices:		(i)	you	are	responsible	for	the	acquisition,	cost	and	

maintenance	of	Your	Devices	as	well	as	any	necessary	wireless	data	plan;	and	(ii)	

Company	shall	make	available	the	Driver	App	for	installation	on	Your	Device.	Company	

hereby	grants	you	a	personal,	non-exclusive,	non-transferable	license	to	install	and	use	

the	Driver	App	on	Your	Device	solely	for	the	purpose	of	providing	Transportation	

Services.		You	agree	to	not	provide,	distribute	or	share,	or	enable	the	provision,	

distribution	or	sharing	of,	the	Driver	App	(or	any	data	associated	therewith)	with	any	

third	party.		The	foregoing	license	grant	shall	immediately	terminate	and	you	will	delete	

and	fully	remove	the	Driver	App	from	the	Driver-Provided	Device	in	the	event	that	you	

cease	to	provide	Transportation	Services	using	Your	Device.	You	agree	that:		(i)	use	of	

the	Driver	App	on	Your	Device	requires	an	active	data	plan	with	a	wireless	carrier	

associated	with	Your	Device,	which	data	plan	will	be	provided	by	you	at	your	own	

Case 3:17-cv-00850-WHA Document 1-1 Filed 02/21/17 Page 6 of 22
expense;	and	(ii)	use	of	the	Driver	App	on	Your	Device	as	an	interface	with	the	Uber	

Services	may	consume	very	large	amounts	of	data	through	the	data	plan.		COMPANY	

ADVISES	THAT	YOUR	DEVICE	ONLY	BE	USED	UNDER	A	DATA	PLAN	WITH	UNLIMITED	

OR	VERY	HIGH	DATA	USAGE	LIMITS,	AND	COMPANY	SHALL	NOT	BE	RESPONSIBLE	OR	

LIABLE	FOR	ANY	FEES,	COSTS,	OR	OVERAGE	CHARGES	ASSOCIATED	WITH	ANY	DATA	

PLAN.	

2.7 Location	Based	Services.	You	acknowledge	and	agree	that	your	geo-location	information	must	

be	provided	to	the	Uber	Services	via	a	Device	in	order	to	provide	Transportation	Services.	You	

acknowledge	and	agree	that:		(a)	your	geo-location	information	may	be	obtained		by	the	Uber	

Services	while	the	Driver	App	is	running;	and	(b)	the	approximate	location	of	your	Vehicle	will	be	

displayed	to	the	User	before	and	during	the	provision	of	Transportation	Services	to	such	User.	In	

addition,	Company	and	its	Affiliates	may	monitor,	track	and	share	with	third	parties	Driver’s	

geo-location	information	obtained	by	the	Driver	App	and	Device	for	safety	and	security	

purposes.

3. You	and	Your	Vehicle

3.1 Your	Requirements.	You	acknowledge	and	agree	that	at	all	times,	you	shall:		(a)	hold	and	

maintain	(i)	a	valid	driver's	license	with	the	appropriate	level	of	certification	to	operate	your	

Vehicle,	and	(ii)	all	licenses,	permits,	approvals	and	authority	applicable	to	you	that	are	

necessary	to	provide	passenger	transportation	services	to	third	parties	in	the	Territory;	(b)	

possess	the	appropriate	and	current	level	of	training,	expertise	and	experience	to	provide	

Transportation	Services	in	a	professional	manner	with	due	skill,	care	and	diligence;	and	(c)	

maintain	high	standards	of	professionalism,	service	and	courtesy.	You	acknowledge	and agree	

that	you	may	be	subject	to	certain	background	and	driving	record	checks	from	time	to	time	in	

order	to	qualify	to	provide,	and	remain	eligible	to	provide,	Transportation	Services.	You	

acknowledge	and	agree	that	Company	reserves	the	right,	at	any	time in	Company’s	sole	

discretion,	to	deactivate	or	otherwise	restrict	you	from	accessing	or	using	the	Driver	App	or	the	

Uber	Services	if	you	fail	to	meet	the	requirements	set	forth	in	this	Agreement.

3.2 Vehicle	Requirements.	You	acknowledge	and	agree	that	your	Vehicle	shall	at	all	times	be:		(a)	

properly	registered	and	licensed	to	operate	as	a	passenger	transportation	vehicle	in	the	

Territory;	(b)	owned	or	leased	by	you,	or	otherwise	in	your	lawful	possession;	(c)	suitable	for	

performing	the	passenger	transportation	services	contemplated	by	this	Agreement;	and	(d)	

maintained	in	good	operating	condition,	consistent	with	industry	safety	and	maintenance	

standards	for	a	Vehicle	of	its	kind	and	any	additional	standards	or	requirements	in	the	applicable	

Territory,	and	in	a	clean	and	sanitary	condition.	

3.3 Documentation.	To	ensure	your	compliance	with	all	requirements	in	Sections	3.1	and	3.2	above,	

you	must	provide	Company	with	written	copies	of	all	such	licenses,	permits,	approvals,	

authority,	registrations	and	certifications	prior	to	your	provision	of	any	Transportation	Services.	

Thereafter,	you	must	submit	to	Company	written	evidence	of	all	such	licenses,	permits,	

approvals,	authority,	registrations	and	certifications	as	they	are	renewed.	Company	shall,	upon	

request,	be	entitled	to	review	such	licenses,	permits,	approvals,	authority,	registrations	and	

certifications	from	time	to	time,	and	your	failure	to	provide	or	maintain	any	of	the	foregoing	

shall	constitute	a	material	breach	of	this	Agreement.	Company	reserves	the	right	to	

independently	verify	your	documentation	from	time	to	time	in	any	way	Company	deems	

appropriate	in	its	reasonable	discretion.			

4. Financial	Terms

Case 3:17-cv-00850-WHA Document 1-1 Filed 02/21/17 Page 7 of 22
4.1 Fare	Calculation	and	Your	Payment.	You	are	entitled	to	charge	a	fare	for	each	instance	of	

completed	Transportation	Services	provided	to	a	User	that	are	obtained	via	the	Uber	Services	

(“Fare”),	where	such	Fare	is	calculated	based	upon	a	base	fare	amount	plus	distance	(as	

determined	by	Company	using	location-based	services	enabled	through	the	Device)	and/or	time	

amounts,	as	detailed	at	www.uber.com/cities for	the	applicable	Territory	(“Fare	Calculation”).	

You	acknowledge	and	agree that	the	Fare	provided	under	the	Fare	Calculation	is	the	only	

payment	you will	receive	in	connection	with	the	provision	of	Transportation	Services,	and	that	

neither	the	Fare	nor	the	Fare	Calculation	includes	any	gratuity.	You	are	also	entitled	to	charge	

User	for	any	Tolls,	taxes	or	fees	incurred	during	the	provision	of	Transportation	Services,	if	

applicable.	You:		(i)	appoint	Company	as	your	limited	payment	collection	agent	solely	for	the	

purpose	of	accepting	the	Fare,	applicable	Tolls	and,	depending	on	the	region	and/or	if	requested	

by	you,	applicable	taxes	and	fees	from	the	User	on	your	behalf	via	the	payment	processing	

functionality	facilitated	by	the	Uber	Services;	and	(ii)	agree	that	payment	made	by	User	to	

Company	(or	to	an	Affiliate	of	Company	acting	as	an	agent	of	Company)	shall	be	considered the	

same	as	payment	made	directly	by	User	to	you.	In	addition,	the	parties	acknowledge	and	agree	

that	as	between	you	and	Company,	the	Fare	is	a	recommended	amount,	and	the	primary	

purpose	of	the	pre-arranged	Fare	is	to	act	as	the	default	amount	in	the	event	you	do	not	

negotiate	a	different	amount.	You	shall	always	have	the	right	to:	(i)	charge	a	fare	that	is	less	

than	the	pre-arranged	Fare;	or	(ii)	negotiate,	at	your	request,	a	Fare	that	is	lower	than	the	prearranged	Fare	(each	of	(i)	and	(ii)	herein,	a	“Negotiated	Fare”).	Company	shall	consider	all	such	

requests	from	you	in	good	faith.	Company	agrees	to	remit,	or	cause	to	be	remitted,	to	you	on	at	

least	a	weekly	basis:		(a)	the	Fare	less	the	applicable	Service	Fee;	(b)	the	Tolls;	and	(c)	depending	

on	the	region,	certain	taxes	and	ancillary	fees.	If	you	have	separately	agreed	that	other	amounts	

may	be	deducted	from	the	Fare	prior	to	remittance	to	you	(e.g.,	vehicle	financing	payments,	

lease	payments,	mobile	device	usage	charges,	etc.),	the	order	of	any	such deductions	from	the	

Fare	shall	be	determined	exclusively	by	Company	(as	between	you	and	Company).

4.2 Changes	to	Fare	Calculation.	Company	reserves	the	right	to	change	the	Fare	Calculation	at	any	

time	in	Company’s	discretion	based	upon	local	market	factors,	and	Company	will	provide	you	

with	notice	in	the	event	of	changes	to	the	base	fare,	per	mile,	and/or	per	minute	amounts	that	

would	result	in	a	change	in	the	recommended	Fare.	Continued	use	of	the	Uber	Services	after	

any	such	change	in	the	Fare	Calculation	shall	constitute	your	consent	to	such	change.	

4.3 Fare	Adjustment.	Company	reserves	the	right	to:		(i)	adjust	the	Fare	for	a	particular	instance	of	

Transportation	Services	(e.g.,	you	took	an	inefficient	route,	you	failed	to	properly	end	a	

particular	instance	of Transportation	Services	in	the	Driver	App,	technical	error	in	the	Uber	

Services,	etc.);	or	(ii)	cancel	the	Fare	for	a	particular	instance	of	Transportation	Services	(e.g.,	

User	is	charged	for	Transportation	Services	that	were	not	provided,	in	the	event	of a	User	

complaint,	fraud,	etc.).	Company’s	decision	to	reduce	or	cancel	the	Fare	in	any	such	manner	

shall	be	exercised	in	a	reasonable	manner.	

4.4 Service	Fee.	In	consideration	of	Company’s	provision	of	the	Driver	App	and	the	Uber	Services	for	

your	use	and	benefit	hereunder,	you	agree	to	pay	Company	a	service	fee	on	a	per	

Transportation	Services	transaction	basis	calculated	as	a	percentage	of	the	Fare	determined	by	

the	Fare	Calculation	(regardless	of	any	Negotiated	Fare),	as	provided	to	you	via	email	or	

otherwise	made	available	electronically	by	Company	from	time	to	time	for	the	applicable	

Territory	(“Service	Fee”).	In	the	event	regulations	applicable	to	your	Territory	require	taxes	to	be	

calculated	on	the	Fare,	Company	shall	calculate	the	Service	Fee	based	on	the	Fare	net	of	such	

taxes.	Company	reserves	the	right	to	change	the	Service	Fee	at	any	time	in	Company’s	discretion	

Case 3:17-cv-00850-WHA Document 1-1 Filed 02/21/17 Page 8 of 22
based	upon	local	market	factors,	and	Company	will	provide	you	with	notice	in	the	event	of	such	

change. Continued	use	of	the	Uber	Services	after	any	such	change	in	the	Service	Fee	calculation	

shall	constitute	your	consent	to	such	change.	

4.5 Cancellation	Charges.	You	acknowledge	and	agree	that	Users	may	elect	to	cancel	requests	for	

Transportation	Services	that	have	been	accepted	by	you	via	the	Driver	App	at	any	time	prior	to	

your	arrival.	In	the	event	that	a	User	cancels	an	accepted	request	for	Transportation	Services,	

Company	may	charge	the	User	a	cancellation	fee	on	your	behalf.	If	charged,	this	cancellation	fee	

shall	be	deemed	the	Fare	for	the	cancelled	Transportation	Services	for	the	purpose	of	

remittance	to	you	hereunder	(“Cancellation	Fee”).	The	parties	acknowledge	and	agree	that	as	

between	you	and	Company,	this	Cancellation	Fee	is	a	recommended	amount,	and	the	primary	

purpose	of	such	Cancellation	Fee	is	to	act	as	the	default	amount	in	the	event	you	do	not	

negotiate	a	different	amount.	You	shall	always	have	the	right	to:		(i)	charge	a	cancellation	fee	

that	is	less	than	the	Cancellation	Fee;	or	(ii)	negotiate,	at	your	request,	a	cancellation	fee	that	is	

lower	than	the	Cancellation	Fee	(each	of	(i)	and	(ii)	herein,	a	“Negotiated	Cancellation	Fee”).	If	

charged,	the	Cancellation	Fee	(regardless	of	any	Negotiated	Cancellation	Fee)	shall	be	deemed	

the	Fare	for	the	cancelled	Transportation	Services	for	the	purpose	of	remittance	to	you	

hereunder.	

4.6 Receipts.	As	part	of	the	Uber	Services,	Company	provides	you	a	system	for	the	delivery	of	

receipts	to	Users	for	Transportation	Services	rendered.	Upon	your	completion	of	Transportation	

Services	for	a	User,	Company	prepares	an	applicable	receipt	and	issues	such	receipt	to	the	User	

via	email	on	your	behalf.	Such	receipts	are	also	provided	to	you	via	email	or	the	online	portal	

available	to	you	through	the	Uber	Services.	Receipts	include	the	breakdown	of	amounts	charged	

to	the	User	for	Transportation	Services	and	may	include	specific	information	about	you,	

including	your	name,	contact	information	and	photo,	as	well	as	a	map	of	the	route	you	took.	

Any	corrections	to	a	User’s	receipt	for	Transportation	Services	must be	submitted	to	Company	in	

writing	within	three	(3)	business	days	after	the	completion	of	such	Transportation	Services.	

Absent	such	a	notice,	Company	shall	not	be	liable	for	any	mistakes	in	or	corrections	to	the	

receipt	or	for	recalculation	or	disbursement	of	the	Fare.

4.7 No	Additional	Amounts.	You	acknowledge	and	agree	that,	for	the	mutual	benefit	of	the	parties,	

through	advertising	and	marketing, Company	and	its	Affiliates	may	seek	to	attract	new	Users	to	

Uber	and	to	increase	existing	Users’	use	of	Uber’s	mobile	application.	You	acknowledge	and	

agree	such	advertising	or	marketing	does	not	entitle	you	to	any	additional	monetary	amounts	

beyond	the	amounts	expressly	set	forth	in	this	Agreement.	

4.8 Taxes.	You	acknowledge	and	agree	that	you	are	required	to:		(a)	complete	all	tax	registration	

obligations	and	calculate	and	remit	all	tax	liabilities	related	to	your	provision	of	Transportation	

Services	as	required	by	applicable	law;	and	(b)	provide	Company	with	all	relevant	tax	

information.	You	further	acknowledge	and	agree	that	you	are	responsible	for	taxes	on	your	own	

income	arising	from	the	performance	of	Transportation	Services.	Notwithstanding	anything	to	

the	contrary	in	this	Agreement,	Company	may	in	its	reasonable	discretion	based	on	applicable	

tax	and	regulatory	considerations,	collect	and	remit	taxes	resulting	from	your	provision	of	

Transportation	Services	and/or	provide	any	of	the	relevant	tax	information	you	have	provided	

pursuant	to	the	foregoing	requirements	in	this	Section	4.8	directly	to	the	applicable	

governmental	tax	authorities	on	your	behalf	or	otherwise.

5. Proprietary	Rights;	License

Case 3:17-cv-00850-WHA Document 1-1 Filed 02/21/17 Page 9 of 22
5.1 License	Grant.	Subject	to	the	terms	and	conditions	of	this	Agreement,	Company	hereby	grants	

you	a	non-exclusive,	non-transferable,	non-sublicensable,	non-assignable	license,	during	the	

term	of	this	Agreement,	to	use	the	Uber	Services	(including	the	Driver	App	on	a	Device)	solely	

for	the	purpose	of	providing	Transportation	Services	to	Users	and	tracking	resulting	Fares	and	

Fees.	All	rights	not	expressly	granted	to	you	are	reserved	by	Company,	its	Affiliates	and	their	

respective	licensors.

5.2 Restrictions.	You	shall	not,	and	shall	not	allow	any	other	party	to:		(a)	license,	sublicense,	sell,	

resell,	transfer,	assign,	distribute	or	otherwise	provide	or	make	available	to	any	other	party	the	

Uber	Services,	Driver	App	or	any	Company	Device	in	any	way;	(b)	modify	or	make	derivative	

works	based	upon	the	Uber	Services	or	Driver	App;	(c)	improperly	use	the	Uber	Services	or	

Driver	App,	including	creating	Internet	“links”	to	any	part	of	the	Uber	Services	or	Driver	App,	

“framing”	or	“mirroring”	any	part	of	the	Uber	Services	or	Driver	App	on	any	other	websites	or	

systems,	or	“scraping”	or	otherwise	improperly	obtaining	data	from	the	Uber	Services	or	Driver	

App;	(d)	reverse	engineer,	decompile,	modify,	or	disassemble	the	Uber	Services	or	Driver	App,	

except	as	allowed	under	applicable	law;	or	(e) send	spam	or	otherwise	duplicative	or	unsolicited	

messages.	In	addition,	you	shall	not,	and	shall	not	allow	any	other	party	to,	access	or	use	the	

Uber	Services	or	Driver	App	to:		(i)	design	or	develop	a	competitive	or	substantially	similar	

product	or	service;	(ii)	copy	or	extract	any	features,	functionality,	or	content	thereof;	(iii)	launch	

or	cause	to	be	launched	on	or	in	connection	with	the	Uber	Services	an	automated	program	or	

script,	including	web	spiders,	crawlers,	robots,	indexers,	bots,	viruses	or	worms,	or	any	program	

which	may	make	multiple	server	requests	per	second,	or	unduly	burden	or	hinder	the	operation	

and/or	performance	of	the	Uber	Services;	or	(iv)	attempt	to	gain	unauthorized	access	to	the	

Uber	Services	or	its	related	systems	or	networks.

5.3 Ownership.	The	Uber	Services,	Driver	App	and	Company	Data,	including	all	intellectual	property	

rights	therein,	and	the	Company	Devices	are	and	shall	remain	(as	between	you	and	Company)	

the	property	of	Company,	its	Affiliates	or	their	respective	licensors.	Neither	this	Agreement	nor	

your	use	of	the	Uber	Services,	Driver	App	or	Company	Data	conveys	or	grants	to	you	any	rights	

in	or	related	to	the	Uber	Services, Driver	App	or	Company	Data,	except	for	the	limited	license	

granted	above.	Other	than	as	specifically	permitted	by	the	Company	in	connection	with	the	

Uber	Services,	you	are	not	permitted	to	use	or	reference	in	any	manner	Company’s,	its	

Affiliates’,	or	their	respective	licensors’	company	names,	logos,	products	and	service	names,	

trademarks,	service	marks,	trade	dress,	copyrights	or	other	indicia	of	ownership,	alone and in 

combination with other letters, punctuation, words, symbols and/or designs (the "UBER Marks 

and Names") for any commercial purposes.	You	agree	that	you	will	not	try	to	register	or	

otherwise	use	and/or	claim	ownership	in	any	of	the	UBER	Marks	and	Names,	alone	or	in	

combination	with	other	letters,	punctuation,	words,	symbols	and/or	designs,	or in	any	

confusingly	similar	mark,	name	or	title,	for	any	goods	and	services.

6. Confidentiality

6.1 Each	party	acknowledges	and	agrees	that	in	the	performance	of	this	Agreement	it	may	have	

access	to	or	may	be	exposed	to,	directly	or	indirectly,	confidential	information	of	the	other	party	

("Confidential	Information").	Confidential	Information	includes	Company	Data,	Driver	IDs,	User	

Information,	and	the	transaction	volume,	marketing	and	business	plans,	business,	financial,	

technical,	operational	and	such	other	non-public	information	of	each	party	(whether	disclosed	

in	writing	or	verbally)	that	such	party	designates	as	being	proprietary	or	confidential	or	of	which	

the	other	party	should	reasonably	know	that	it	should	be	treated	as	confidential.

Case 3:17-cv-00850-WHA Document 1-1 Filed 02/21/17 Page 10 of 22
6.2 Each	party	acknowledges and	agrees	that:		(a)	all	Confidential	Information	shall	remain	the	

exclusive	property	of	the	disclosing	party;	(b)	it	shall	not	use	Confidential	Information	of	the	

other	party	for	any	purpose	except	in	furtherance	of	this	Agreement;	(c)	it	shall	not	disclose	

Confidential	Information	of	the	other	party	to	any	third	party,	except	to	its	employees,	officers,	

contractors,	agents	and	service	providers	("Permitted	Persons")	as	necessary	to	perform	under	

this	Agreement,	provided	Permitted	Persons	are	bound	in	writing	to	obligations	of	

confidentiality	and	non-use	of	Confidential	Information	no	less	protective	than	the	terms	

hereof;	and	(d)	it	shall	return	or	destroy	all	Confidential	Information	of	the	disclosing	party,	

upon	the	termination	of	this	Agreement	or	at	the	request	of	the	other	party	(subject	to	

applicable	law	and,	with	respect	to	Company,	its	internal	record-keeping	requirements).	

6.3 Notwithstanding	the	foregoing,	Confidential	Information	shall	not	include	any	information	to	

the	extent	it:		(a)	is	or	becomes	part	of	the	public	domain	through	no	act	or	omission	on	the	part	

of	the	receiving	party;	(b)	was	possessed	by	the	receiving	party	prior	to	the	date	of	this	

Agreement	without	an	obligation	of	confidentiality;	(c)	is	disclosed	to	the	receiving	party	by	a	

third	party	having	no	obligation	of	confidentiality	with	respect	thereto;	or	(d)	is	required	to	be	

disclosed	pursuant	to	law,	court	order,	subpoena	or	governmental	authority,	provided	the	

receiving	party	notifies	the	disclosing	party	thereof	and	provides	the	disclosing	party	a	

reasonable	opportunity	to	contest	or	limit	such	required	disclosure.

7. Privacy

7.1 Disclosure	of	Your	Information.	Subject	to	applicable	law,	Company	and	its	Affiliates	may,	but	

shall	not	be	required	to,	provide	to	you,	a	User,	an	insurance company	and/or	relevant	

authorities	and/or	regulatory	agencies	any	information	(including	personal	information	(e.g.,	

information	obtained	about	you	through	any	background	check)	and	any	Company	Data)	about	

you	or	any	Transportation	Services	provided	hereunder	if:		(a)	there	is	a	complaint,	dispute	or	

conflict,	including	an	accident,	between	you	and	a	User;	(b)	it	is	necessary	to	enforce	the	terms	

of	this	Agreement;	(c)	it	is	required,	in	Company’s	or	any	Affiliate’s	sole	discretion,	by	applicable	

law	or	regulatory	requirements	(e.g.,	Company	or	its	Affiliates	receive	a	subpoena,	warrant,	or	

other	legal	process	for	information);	(d)	it	is	necessary,	in	Company’s	or	any	Affiliate’s	sole	

discretion,	to	(1)	protect	the	safety,	rights,	property	or	security	of	Company	or	its	Affiliates,	the	

Uber	Services	or	any	third	party;	(2)	to	protect	the	safety	of	the	public	for	any	reason	including	

the	facilitation	of	insurance	claims	related	to	the	Uber	Services;		(3)	to	detect,	prevent	or	

otherwise	address	fraud,	security or	technical	issues;		(4)	to	prevent	or	stop	activity	which	

Company	or	any	of	its	Affiliates,	in	their	sole	discretion,	may	consider	to	be,	or	to	pose	a	risk	of	

being,	an	illegal,	unethical,	or	legally	actionable	activity);	or	(e)	it	is	required	or	necessary,	in	

Company’s	or	any	Affiliate’s	sole	discretion,	for	insurance	or	other	purposes	related	to	your	

ability	to	qualify,	or	remain	qualified,	to	use	the	Uber	Services.	You	understand	that	Company	

may	retain	your	personal	data	for	legal,	regulatory,	safety and	other	necessary	purposes	after	

this	Agreement	is	terminated.	

7.2 Company	and	its	Affiliates	may	collect	your	personal	data	during	the	course	of	your	application	

for,	and	use	of,	the	Uber	Services,	or	may	obtain	information	about	you	from	third	parties.	Such	

information	may	be	stored,	processed,	transferred,	and	accessed	by	Company	and	its	Affiliates,	

third	parties,	and	service	providers	for	business	purposes,	including	for	marketing,	lead	

generation,	service	development	and	improvement,	analytics,	industry	and	market	research,	

and	such	other	purposes	consistent	with	Company’s	and	its	Affiliates’	legitimate	business	needs.	

You	expressly	consent	to	such	use	of	personal	data.

8. Insurance

Case 3:17-cv-00850-WHA Document 1-1 Filed 02/21/17 Page 11 of 22
8.1 You	agree	to	maintain	during	the	term	of	this	Agreement	on	all	Vehicles	operated	by	you	under	

this	Agreement	automobile	liability	insurance	that	provides	protection	against	bodily	injury	and	

property	damage	to	third	parties	at	levels	of	coverage	that	satisfy	the	minimum	requirements	to	

operate	a	private	passenger	vehicle	on	the	public	roads	within	the	Territory.	This	coverage	must	

also	include	any	no-fault	coverage	required	by	law	in	the	Territory	that	may	not	be	waived	by	an	

insured.	You	agree	to	provide	Company	and	its	Affiliates	a	copy	of	the	insurance	policy,	policy	

declarations,	proof	of	insurance	identification	card	and	proof	of	premium	payment	for	the	

insurance	policy	required	in	this	Section	8.1	upon	request.	Furthermore,	you	must	provide	

Company	with	written	notice	of	cancellation	of	any	insurance	policy	required	by	Company.	

Company	shall	have	no	right	to	control	your	selection	or	maintenance	of	your	policy.	You	must	

be	a	named	insured	or	individually	rated	driver,	for	which	a	premium	is	charged,	on	the	

insurance	policy	required	in	this	Section	8.1	at	all	times.	

8.2 You	agree	to	maintain	during	the	term	of	this	Agreement	workers’	compensation	insurance	as	

required	by	all	applicable	laws	in	the	Territory.	If	permitted	by	applicable	law,	you	may	choose	

to	insure	yourself	against	industrial	injuries	by	maintaining	occupational	accident	insurance	in	

place	of	workers’	compensation	insurance.	Furthermore,	if	permitted	by	applicable	law,	you	

may	choose	not	to	insure	yourself	against	industrial	injuries	at	all,	but	do	so	at	your	own	risk.	

8.3 You	understand	and	acknowledge	that	your	personal	automobile	insurance	policy	may	not	

afford	liability,	comprehensive,	collision,	medical	payments,	personal	injury	protection,	

uninsured	motorist,	underinsured	motorist,	or	other	coverage	for	the	Transportation	Services	

you	provide	pursuant	to	this Agreement.	If	you	have	any	questions	or	concerns	about	the	scope	

or	applicability	of	your	own	insurance	coverage,	it	is	your	responsibility,	not	that	of	Company,	to	

resolve	them	with	your	insurer(s).

8.4 Company	may	maintain	during	the	term	of	this	Agreement insurance	related	to	your	provision	

of	Transportation	Services	as	determined	by	Company	in	its	reasonable	discretion	or	as	

described	in	a	City	Addendum,	provided	that	Company	and	its	Affiliates	are	not	required	to	

provide	you	with	any	specific	insurance	coverage	for	any	loss	to	you	or	your	Vehicle.	You	are	

required	to	promptly	notify	Company	of	any	accidents	that	occur	while	providing	Transportation	

Services	and	to	cooperate	and	provide	all	necessary	information	related	thereto.

9. Representations	and	Warranties;	Disclaimers

9.1 By	You.	You	hereby	represent	and	warrant	that:		(a)	you	have	full	power	and	authority	to	enter	

into	this	Agreement	and	perform	your	obligations	hereunder;	(b)	you	have	not	entered	into,	and	

during	the	term	will	not	enter	into,	any	agreement	that	would	prevent	you	from	complying	with	

this	Agreement;	and	(c)	you	will	comply	with	all	applicable	laws	in	your	performance	of	this	

Agreement,	including	holding	and	complying	with	all	permits,	licenses,	registrations	and	other	

governmental	authorizations	necessary	to	provide	(i)	Transportation	Services	using	the	Vehicles	

pursuant	to	this	Agreement,	and	(ii)	passenger	transportation	services	to	third	parties	in	the	

Territory	generally.	

9.2 Disclaimer	of	Warranties.	COMPANY AND ITS AFFILIATES PROVIDE, AND YOU ACCEPT, THE UBER

SERVICES, DRIVER APP AND THE COMPANY DEVICES ON AN "AS IS" AND "AS AVAILABLE" BASIS.

COMPANY AND ITS AFFILIATES DO NOT REPRESENT, WARRANT OR GUARANTEE THAT YOUR

ACCESS TO OR USE OF THE UBER SERVICES, DRIVER APP OR THE COMPANY DEVICES:		(A) WILL BE

UNINTERRUPTED OR ERROR FREE; OR (B) WILL RESULT IN ANY REQUESTS FOR TRANSPORTATION

Case 3:17-cv-00850-WHA Document 1-1 Filed 02/21/17 Page 12 of 22
SERVICES. COMPANY AND ITS AFFILIATES FUNCTION AS AN ON-DEMAND LEAD GENERATION AND

RELATED SERVICE ONLY AND MAKE NO REPRESENTATIONS, WARRANTIES OR GUARANTEES AS TO

THE ACTIONS OR INACTIONS OF THE USERS WHO MAY REQUEST OR RECEIVE TRANSPORTATION

SERVICES FROM YOU, AND COMPANY AND ITS AFFILIATES DO NOT SCREEN OR OTHERWISE

EVALUATE USERS. BY USING THE UBER SERVICES AND DRIVER APP, YOU ACKNOWLEDGE AND

AGREE THAT YOU MAY BE INTRODUCED TO A THIRD PARTY THAT MAY POSE HARM OR RISK TO

YOU OR OTHER THIRD PARTIES. YOU ARE ADVISED TO TAKE REASONABLE PRECAUTIONS WITH

RESPECT TO INTERACTIONS WITH THIRD PARTIES ENCOUNTERED IN CONNECTION WITH THE USE

OF THE UBER SERVICES OR DRIVER APP.NOTWITHSTANDING COMPANY’S APPOINTMENT AS THE

LIMITED PAYMENT COLLECTION AGENT OF YOU FOR THE PURPOSE OF ACCEPTING PAYMENT

FROM USERS ON YOUR BEHALF AS SET FORTH IN SECTION 4 ABOVE, COMPANY AND ITS

AFFILIATES EXPRESSLY DISCLAIM ALL LIABILITY FOR ANY ACT OR OMISSION OF YOU, ANY USER OR

OTHER THIRD PARTY.

9.3 No	Service	Guarantee.	COMPANY AND ITS AFFILIATES DO NOT GUARANTEE THE AVAILABILITY

OR UPTIME OF THE UBER SERVICES OR DRIVER APP. YOU ACKNOWLEDGE AND AGREE THAT THE

UBER SERVICES OR DRIVER APP MAY BE UNAVAILABLE AT ANY TIME AND FOR ANY REASON (e.g.,

DUE TO SCHEDULED MAINTENANCE OR NETWORK FAILURE). FURTHER,	THE	UBER	SERVICES	OR	

DRIVER	APP	MAY	BE	SUBJECT	TO	LIMITATIONS,	DELAYS,	AND OTHER	PROBLEMS	INHERENT	IN	

THE	USE	OF	THE	INTERNET	AND	ELECTRONIC	COMMUNICATIONS,	AND	COMPANY	AND	ITS	

AFFILIATES	ARE	NOT	RESPONSIBLE	FOR	ANY	DELAYS,	DELIVERY	FAILURES,	OR	OTHER	DAMAGES,	

LIABILITIES	OR	LOSSES	RESULTING	FROM	SUCH	PROBLEMS.

10. Indemnification. You	shall	indemnify,	defend	(at	Company’s	option)	and	hold	harmless	Company	

and	its	Affiliates	and	their	respective	officers,	directors,	employees,	agents,	successors	and	assigns	

from	and	against	any	and	all	liabilities,	expenses	(including	legal	fees),	damages,	penalties,	fines,	

social	security	contributions	and	taxes	arising	out	of	or	related	to:		(a)	your	breach	of	your	

representations,	warranties	or	obligations	under	this	Agreement;	or	(b)	a	claim	by	a	third	party	

(including	Users,	regulators	and	governmental	authorities)	directly	or	indirectly	related	to	your	

provision	of	Transportation	Services	or	use	of	the	Uber	Services.	This	indemnification	provision	shall	

not	apply	to	your	breach	of	any	representations	regarding	your	status	as	an	independent	contractor.

11. Limits	of	Liability.		COMPANY	AND	ITS	AFFILIATES	SHALL	NOT	BE	LIABLE	UNDER	OR	RELATED	TO	

THIS	AGREEMENT	FOR	ANY	OF	THE	FOLLOWING,	WHETHER	BASED	ON	CONTRACT,	TORT	OR	ANY	

OTHER	LEGAL	THEORY,	EVEN	IF	A	PARTY	HAS	BEEN	ADVISED	OF	THE	POSSIBILITY	OF	SUCH	

DAMAGES:		(i)	ANY	INCIDENTAL,	PUNITIVE,	SPECIAL,	EXEMPLARY,	CONSEQUENTIAL,	OR	OTHER	

INDIRECT	DAMAGES	OF	ANY	TYPE	OR	KIND;	OR	(ii)	YOUR	OR	ANY	THIRD	PARTY’S	PROPERTY	

DAMAGE,	OR	LOSS	OR	INACCURACY	OF	DATA,	OR	LOSS	OF	BUSINESS,	REVENUE,	PROFITS,	USE	OR	

OTHER	ECONOMIC	ADVANTAGE.	EXCEPT	FOR	COMPANY’S	OBLIGATIONS	TO	PAY	AMOUNTS	DUE	TO	

YOU	PURSUANT	TO	SECTION	4	ABOVE,	BUT	SUBJECT	TO	ANY	LIMITATIONS	OR	OTHER	PROVISIONS	

CONTAINED	IN	THIS	AGREEMENT	WHICH	ARE	APPLICABLE	THERETO,	IN	NO	EVENT	SHALL	THE	

LIABILITY	OF	COMPANY	OR	ITS	AFFILIATES	UNDER	THIS	AGREEMENT	EXCEED	THE	AMOUNT	OF	

SERVICE	FEES	ACTUALLY	PAID	TO	OR	DUE	TO	COMPANY	HEREUNDER	IN	THE	SIX	(6)	MONTH	PERIOD	

IMMEDIATELY	PRECEDING	THE	EVENT	GIVING	RISE	TO	SUCH	CLAIM.

12. Term	and	Termination

12.1 Term.		This	Agreement	shall commence	on	the	date	accepted	by	you	and	shall	continue	until	

terminated	as	set	forth	herein.	

Case 3:17-cv-00850-WHA Document 1-1 Filed 02/21/17 Page 13 of 22
12.2 Termination.	Either	party	may	terminate	this	Agreement:		(a)	without	cause	at	any	time	upon	

seven	(7)	days	prior	written	notice	to	the	other	party;	(b)	immediately,	without	notice,	for	the	

other	party’s	material	breach	of	this	Agreement;	or	(c)	immediately,	without	notice,	in	the	event	

of	the	insolvency	or	bankruptcy	of	the	other	party,	or	upon	the	other	party’s	filing	or	submission	

of	request	for	suspension	of	payment	(or	similar	action	or	event)	against	the	terminating	party.	

In	addition,	Company	may	terminate	this	Agreement	or	deactivate	your	Driver	ID	immediately,	

without	notice,	with	respect	to	you	in	the	event	you	no	longer	qualify,	under	applicable	law	or	

the	standards	and	policies	of	Company	and	its	Affiliates,	to	provide	Transportation	Services	or	to	

operate	the	Vehicle,	or	as	otherwise	set	forth	in	this	Agreement.

12.3 Effect	of	Termination.	Upon	termination	of	the	Agreement,	you	shall:		(a)	promptly	return	to

Company	all	Company	Devices;	and	(b)	immediately	delete	and	fully	remove	the	Driver	App	

from	any	of	Your	Devices.	Outstanding	payment	obligations	and	Sections	1,	2.3,	2.5.3,	4.7,	4.8,	

5.3,	6,	7,	9,	10,	11,	12.3,	13,	14	and	15	shall	survive	the	termination of	this	Agreement.	

13. Relationship	of	the	Parties

13.1 Except	as	otherwise	expressly	provided	herein	with	respect	to	Company	acting	as	the	limited	

payment	collection	agent	solely	for	the	purpose	of	collecting	payment	from	Users	on	your	

behalf, the	relationship	between	the	parties	under	this	Agreement	is	solely	that	of	

independent	contracting	parties.	The	parties	expressly	agree	that:		(a)	this	Agreement	is	not	

an	employment	agreement,	nor	does	it	create	an	employment	relationship,	between	

Company	and	you;	and	(b) no	joint	venture,	partnership,	or	agency	relationship	exists	

between	Company	and	you.		

13.2 You	have	no	authority	to	bind	Company	or	its	Affiliates	and	you	undertake	not	to	hold	yourself	

out	as	an	employee,	agent	or	authorized	representative	of	Company	or	its Affiliates.	Where,	by	

implication	of	mandatory	law	or	otherwise,	you	may	be	deemed	an	agent	or	representative	of	

Company,	you	undertake	and	agree	to	indemnify,	defend	(at	Company’s	option)	and	hold	

Company	and	its	Affiliates	harmless	from	and	against	any	claims	by	any	person	or	entity	based	

on	such	implied	agency	or	representative	relationship.

14. Miscellaneous	Terms

14.1 Modification.	 In	the	event	Company	modifies	the	terms	and	conditions	of	this	Agreement at	

any	time,	such	modifications	shall	be	binding	on	you	only	upon	your acceptance	of	the	modified	

Agreement.	Company	reserves	the	right	to	modify	any	information	referenced	at	hyperlinks	

from	this	Agreement	from	time	to	time.	You	hereby	acknowledge	and	agree	that,	by	using	the	

Uber	Services,	or	downloading,	installing	or	using	the	Driver	App,	you	are	bound	by	any	future	

amendments	and	additions	to	information	referenced	at	hyperlinks	herein,	or	documents	

incorporated	herein,	including	with	respect	to	Fare	Calculations.	Continued	use	of	the	Uber	

Services	or	Driver	App	after	any	such	changes	shall	constitute	your	consent	to	such	changes.	

Unless	changes	are	made	to	the	arbitration	provisions	herein,	you	acknowledge	and	agree	that	

modification	of	this	Agreement	does	not	create	a	renewed	opportunity	to	opt	out	of	arbitration.	

14.2 Supplemental	Terms.	Supplemental	terms	may	apply	to	your	use	of	the	Uber	Services,	such	as	

use	policies	or	terms	related	to	certain	features	and	functionality,	which	may	be	modified	from	

time	to	time	(“Supplemental	Terms”).	You	may	be	presented	with	certain	Supplemental	Terms	

from	time	to	time.	Supplemental	Terms	are	in	addition	to,	and	shall	be	deemed	a	part	of,	this	

Agreement.	Supplemental	Terms	shall	prevail	over	this	Agreement	in	the	event	of	a	conflict.	

Case 3:17-cv-00850-WHA Document 1-1 Filed 02/21/17 Page 14 of 22
14.3 Severability.	If	any	provision	of	this Agreement	is	or	becomes	invalid	or	non-binding,	the	parties	

shall	remain	bound	by	all	other	provisions	hereof.	In	that	event,	the	parties	shall	replace	the	

invalid	or	non-binding	provision	with	provisions	that	are	valid	and	binding	and	that	have,	to	the	

greatest	extent	possible,	a	similar	effect	as	the	invalid	or	non-binding	provision,	given	the	

contents	and	purpose	of	this	Agreement.

14.4 Assignment.	Neither	party	shall	assign	or	transfer	this	Agreement	or	any	of	its	rights	or	

obligations	hereunder,	in	whole	or	in	part,	without	the	prior	written	consent	of	the	other	party;	

provided	that	Company	may	assign	or	transfer	this	Agreement	or	any	or	all	of	its	rights	or	

obligations	under	this	Agreement	from	time	to	time	without	consent:		(a)	to	an	Affiliate;	or	(b)	

to	an	acquirer	of	all	or	substantially	all	of	Company’s	business,	equity	or	assets.

14.5 Entire	Agreement.	This	Agreement,	including	all	Supplemental	Terms,	constitutes	the	entire	

agreement	and	understanding	of	the	parties	with	respect	to	its	subject	matter	and	replaces	and	

supersedes	all	prior	or	contemporaneous	agreements	or	undertakings	regarding	such	subject	

matter.	In	this	Agreement,	the	words	“including”	and	“include”	mean	“including,	but	not	limited	

to.”	The	recitals	form	a	part	of	this	Agreement.

14.6 No	Third	Party	Beneficiaries.	There	are	no	third	party	beneficiaries	to	this	Agreement,	except	as	

expressly	set	forth	in	the	Arbitration	Provision	in	Section	15.3.	Nothing	contained	in	this	

Agreement	is	intended	to	or	shall	be	interpreted	to	create	any	third-party	beneficiary	claims.

14.7 Notices.		Any	notice	delivered	by	Company	to	you	under	this	Agreement	will	be	delivered	by	

email	to	the	email	address	associated	with	your	account	or	by	posting	on	the	portal	available	to	

you	on	the	Uber	Services.	Any	notice	delivered	by you	to	Company	under	this	Agreement	will	be	

delivered	by	contacting	Company	at	http://partners.uber.com in	the	“Contact	Us”	section.	

Additional	Territory-specific	notices	may	be	required	from	time	to	time.

15. Governing	Law;	Arbitration

15.1 The	choice	of	law	provisions	contained	in	this	Section	15.1	do	not	apply	to	the	arbitration	clause	

contained	in	Section	15.3,	such	arbitration	clause	being	governed	by	the	Federal	Arbitration	Act.	

Accordingly,	and	except	as	otherwise	stated	in	Section	15.3,	the	interpretation	of	this	

Agreement	shall	be	governed	by	California	law,	without	regard	to	the	choice	or	conflicts	of	law	

provisions	of	any	jurisdiction.	 Any	disputes,	actions,	claims	or	causes	of	action	arising	out	of	or	

in	connection	with	this	Agreement	or	the	Uber	Services	that	are	not	subject	to	the	arbitration	

clause	contained	in	Section	15.3	shall	be	subject	to	the	exclusive	jurisdiction	of	the	state	and	

federal	courts	located	in	the	City	and	County	of	San	Francisco,	California.	However,	neither	the	

choice	of	law	provision	regarding	the	interpretation	of	this	Agreement	nor	the	forum	selection	

provision	is	intended	to	create	any	other	substantive	right	to	non-Californians	to	assert	claims	

under	California	law	whether	that	be	by statute,	common	law,	or	otherwise.	These	provisions,	

and	except	as	otherwise	provided	in	Section	15.3,	are	only	intended	to	specify	the	use	of	

California	law	to	interpret	this	Agreement	and	the	forum	for	disputes	asserting	a	breach	of	this	

Agreement,	and	these	provisions	shall	not	be	interpreted	as	generally	extending	California	law	

to	you	if	you	do	not	otherwise	reside	or	provide	services	in	California.	The	foregoing	choice	of	

law	and	forum	selection	provisions	do	not	apply	to	the	arbitration	clause	in	Section	15.3	or	to	

any	arbitrable	disputes	as	defined	therein. Instead,	as	described	in	Section	15.3,	the	Federal	

Arbitration	Act	shall	apply	to	any	such	disputes.		The	failure	of	Company	to	enforce	any	right	or	

provision	in	this	Agreement	shall	not	constitute	a	waiver	of	such	right	or	provision	unless	

Case 3:17-cv-00850-WHA Document 1-1 Filed 02/21/17 Page 15 of 22
acknowledged	and	agreed	to	by	Uber	in	writing.		

15.2 Other	than	disputes	regarding	the	intellectual	property	rights	of	the	parties and	other	claims	

identified	in	Section	15.3.ii,	any	disputes,	actions,	claims	or	causes	of	action	arising	out	of	or	in	

connection	with	this	Agreement	or	the	Uber	Services	shall	be	subject	to	arbitration	pursuant	to	

Section	15.3.		

15.3 Arbitration	Provision

Important	Note	Regarding	this	Arbitration	Provision:

● Except	as	provided	below,	arbitration	does	not	limit	or	affect	the	legal	claims	you	may	

bring	against	the	Company.		Agreeing	to	arbitration	only	affects	where	any	such	claims	

may	be	brought	and	how	they	will	be	resolved.		

● Arbitration	is	a	process	of	private	dispute	resolution	that	does	not	involve	the	civil	

courts,	a	civil	judge,	or	a	jury.		Instead,	the	parties’	dispute	is	decided	by	a	private	

arbitrator	selected	by	the	parties	using	the	process	set	forth	herein.		Other	arbitration	

rules	and	procedures	are	also	set	forth	herein.

● Unless	the	law	requires	otherwise,	as	determined	by	the	Arbitrator	based	upon	the	

circumstances	presented,	you	will	be	required	to	split	the	cost	of	any	arbitration	with	

the	Company.

● IMPORTANT:	This	Arbitration	Provision	will	require	you	to	resolve	

any	claim	that	you	may	have	against	the	Company	or	Uber	on	an	

individual	basis,	except	as	provided	below, pursuant	to	the	terms	of	

the	Agreement	unless	you	choose	to	opt	out	of	the	Arbitration	

Provision.		Except	as	provided	below,	this	provision	will	preclude	you	

from	bringing	any	class,	collective,	or	representative action	(other	

than	actions	under	the	Private	Attorneys	General	Act	of	2004	

(“PAGA”),	California	Labor	Code	§	2698	et	seq.	(“PAGA”)) against	the	

Company	or	Uber,	and	also	precludes	you	from	participating	in	or	

recovering	relief	under	any	current	or	future	class,	collective,	or	

representative	(non-PAGA)	action	brought	against	the	Company	or	

Uber	by	someone	else.		

o Cases	have	been	filed	against Company	or Uber	and	may	be	

filed	in	the	future	involving	claims	by	users	of	the	Service,	

including	by	drivers.		You	should	assume	that	there	are	now,	

and	may	be	in	the	future,	lawsuits	against	the	Company	or	

Uber	alleging	class,	collective,	and/or	representative (nonCase 3:17-cv-00850-WHA Document 1-1 Filed 02/21/17 Page 16 of 22
PAGA)	claims	on	your	behalf,	including	but	not limited	to	

claims	for	tips,	reimbursement	of	expenses,	and	employment	

status.		Such	claims,	if	successful,	could	result	in	some	

monetary	recovery	to	you.		(THESE	CASES	NOW	INCLUDE,	FOR	

EXAMPLE,	YUCESOY	ET	AL.	V.	UBER	TECHNOLOGIES,	INC.,	ET	

AL.,	CASE	NO. 3:15-CV-00262(NORTHERN	DISTRICT	OF	

CALIFORNIA);	IN	RE	UBER	FCRA	LITIGATION,	CASE	NO.	14-CV05200-EMC	(NORTHERN	DISTRICT	OF	CALIFORNIA);	AND	

O’CONNOR		V.	UBER	TECHNOLOGIES,	INC.,	ET	AL.,	CASE	NO.	

CV	13-03826-EMC	(NORTHERN	DISTRICT	OF	CALIFORNIA).The	

contact information	for	plaintiffs’	counsel	in	the	O’Connor	

matter	is	as	follows:	Shannon	Liss-Riordan,	Lichten	&	LissRiordan,	P.C.,	100	Cambridge	Street,	20th	Floor,	Boston,	MA	

02114,	Telephone:	(617)	994-5800,	Fax:	(617)	994-5801,	

email:	sliss@llrlaw.com.)

o The mere	existence	of	such	class,	collective,	and/or	

representative	lawsuits,	however,	does	not	mean	that	such	

lawsuits	will	ultimately	succeed.		But	if	you	do	agree	to	

arbitration	with	the	Company,	you	are	agreeing	in	advance,	

except	as	otherwise	provided, that	you	will	not	participate	in	

and, therefore,	will	not	seek	to	recover	monetary	or	other	

relief	under	any	such	class,	collective,	and/or	representative

(non-PAGA) lawsuit,	except	as	provided	below.	

o However,	as	discussed	above and	except	as	provided	below,	

if	you	agree	to	arbitration,	you	will	not	be	precluded	from	

bringing	your	claims	against	the	Company	or	Uber	in	an	

individual	arbitration	proceeding.	If	successful	on	such	claims,	

you	could	be	awarded	money	or	other	relief	by	an	arbitrator	

(subject	to	splitting	the	cost	of	arbitration	as	mentioned	

above).

WHETHER	TO	AGREE	TO	ARBITRATION	IS	AN	IMPORTANT	BUSINESS	DECISION.		

IT	IS	YOUR	DECISION	TO	MAKE,	AND	YOU	SHOULD	NOT	RELY	SOLELY	UPON	THE	

INFORMATION	PROVIDED	IN	THIS	AGREEMENT	AS	IT	IS	NOT	INTENDED	TO	

CONTAIN	A	COMPLETE	EXPLANATION	OF	THE	CONSEQUENCES	OF	

ARBITRATION.		YOU	SHOULD	TAKE	REASONABLE	STEPS	TO	CONDUCT	FURTHER	

Case 3:17-cv-00850-WHA Document 1-1 Filed 02/21/17 Page 17 of 22
RESEARCH	AND	TO	CONSULT	WITH	OTHERS	— INCLUDING	BUT	NOT	LIMITED	TO	

AN	ATTORNEY	— REGARDING	THE	CONSEQUENCES	OF	YOUR	DECISION,	JUST	AS	

YOU WOULD	WHEN	MAKING	ANY	OTHER	IMPORTANT	BUSINESS	OR	LIFE	

DECISION.

i. How	This	Arbitration	Provision	Applies.

This	Arbitration	Provision	is	governed	by	the	Federal	Arbitration	Act,	9	U.S.C.	§	1	et	seq.	(the	“FAA”)	and	

evidences	a	transaction	involving	interstate	commerce.		This	Arbitration	Provision	applies	to	any	dispute	

arising	out	of	or	related	to	this	Agreement	or	termination	of	the	Agreement	and	survives	after	the	

Agreement	terminates.		Nothing	contained	in	this	Arbitration	Provision	shall	be	construed	to	prevent	or	

excuse	you	from	utilizing	any	informal	procedure	for	resolution	of	complaints	established	in	this	

Agreement	(if	any),	and	this	Arbitration	Provision	is	not	intended	to	be	a	substitute	for	the	utilization	of	

such	procedures.				

Except	as it	otherwise	provides,	this	Arbitration	Provision	is	intended	to	apply	to	the	resolution	of	

disputes	that	otherwise	would	be	resolved	in	a	court	of	law	or	before	any forum	other	than	

arbitration,	with	the	exception	of	proceedings	that	must	be	exhausted	under	applicable	law	before	

pursuing	a	claim	in	a	court	of	law	or	in	any	forum	other	than	arbitration.		Except	as	it	otherwise	

provides,	this	Arbitration	Provision	requires	all	such	disputes	to	be	resolved	only	by	an	arbitrator	

through	final	and	binding	arbitration	on	an	individual	basis	only	and	not	by	way	of	court	or	jury	trial,	

or	by	way	of	class,	collective,	or	representative	action.		

Except	as	provided	in	Section	15.3(v),	below,	regarding	the	Class	Action	Waiver,	such	disputes	include	

without	limitation disputes	arising	out	of	or	relating	to	interpretation	or	application	of	this	Arbitration	

Provision,	including	the	enforceability,	revocability	or	validity	of	the	Arbitration	Provision	or	any	portion	

of	the	Arbitration	Provision.		All	such	matters	shall	be decided	by	an	Arbitrator	and	not	by	a	court	or	

judge. However,	as	set	forth	below,	the	preceding	sentences	shall	not	apply	to	disputes	relating	to	the	

interpretation	or	application	of	the	Class	Action	Waiver	or	PAGA	Waiver	below,	including	their	

enforceability,	revocability	or	validity.

Except	as	it	otherwise	provides,	this	Arbitration	Provision	also	applies,	without	limitation,	to	all	disputes	

between	You	and	the	Company	or	Uber,	as	well	as	all	disputes	between	You	and	the	Company’s	or	

Uber’s	fiduciaries, administrators,	affiliates,	subsidiaries,	parents,	and	all	successors	and	assigns	of	any	

of	them,	including	but	not	limited	to	any	disputes arising	out	of	or	related	to	this	Agreement	and	

disputes	arising	out	of	or	related	to	your	relationship	with	the	Company,	including	termination	of	the	

relationship.		This	Arbitration	Provision	also	applies,	without	limitation,	to	disputes	regarding	any	city,	

county,	state	or	federal	wage-hour	law,	trade	secrets,	unfair	competition,	compensation,	breaks	and	

rest	periods,	expense	reimbursement,	termination,	harassment	and	claims	arising	under	the	Uniform	

Trade	Secrets	Act,	Civil	Rights	Act	of	1964,	Americans	With	Disabilities	Act,	Age	Discrimination	in	

Employment	Act,	Family	Medical	Leave	Act,	Fair	Labor	Standards	Act,	Employee	Retirement	Income	

Security	Act	(except	for	individual	claims	for	employee	benefits	under	any	benefit	plan	sponsored	by	the	

Company	and	covered	by	the	Employee	Retirement	Income	Security	Act	of	1974	or	funded	by	

insurance),	Genetic	Information	Non-Discrimination	Act,	and	state	statutes,	if	any,	addressing	the	same	

or	similar	subject	matters,	and	all	other	similar	federal	and	state	statutory	and	common	law	claims.

Case 3:17-cv-00850-WHA Document 1-1 Filed 02/21/17 Page 18 of 22
This	Agreement	is	intended	to	require	arbitration	of	every	claim	or	dispute	that	lawfully can	be	

arbitrated,	except	for	those	claims	and	disputes	which	by	the	terms	of	this	Agreement	are	expressly	

excluded	from	the	Arbitration	Provision.		

Uber	Technologies,	Inc.	is	an	intended,	third party	beneficiary	of	this	Agreement.

ii. Limitations	On	How	This	Agreement	Applies.

The	disputes	and	claims	set	forth	below	shall	not	be	subject	to	arbitration	and	the	requirement	to	

arbitrate	set	forth	in	this	Arbitration	Provision	shall	not	apply:

A	representative	action	brought	on	behalf	of	others	under	the	Private Attorneys	General	Act	of	2004	

(“PAGA”),	California	Labor	Code	§	2698	et	seq.,	to	the	extent	waiver	of	such	a	claim	is	deemed	

unenforceable	by	a	court	of	competent	jurisdiction;	

Claims	for	workers	compensation,	state	disability	insurance	and	unemployment	insurance	benefits;	

Regardless	of	any	other	terms	of	this	Agreement,	nothing	prevents	you	from	making	a	report	to	or	filing	

a	claim	or	charge	with	the	Equal	Employment	Opportunity	Commission,	U.S.	Department	of	Labor,	

Securities	Exchange	Commission,	National	Labor	Relations	Board,	or	Office	of	Federal	Contract	

Compliance	Programs,	and	nothing	in	this	Agreement	or	Arbitration	Provision	prevents	the	investigation	

by	a	government	agency	of	any	report,	claim	or	charge	otherwise	covered	by	this	Arbitration	Provision.

Nothing	in	this	Arbitration	Provision	shall	be	deemed	to	preclude	or	excuse	a	party	from	bringing	an	

administrative	claim	before	any	agency	in	order	to	fulfill	the	party's	obligation	to	exhaust	administrative	

remedies	before	making	a	claim	in	arbitration;

Disputes	that	may	not	be	subject	to	a	predispute arbitration	agreement	pursuant	to	applicable	Federal	

law	or	Executive	Order	are	excluded	from	the	coverage	of	this	Arbitration	Provision;	

Disputes	regarding	your,	the	Company’s,	or	Uber’s	intellectual	property	rights;

This	Arbitration	Provision	shall	not be	construed	to	require	the	arbitration	of	any	claims	against	a	

contractor	that	may	not	be	the	subject	of	a	mandatory	arbitration	agreement	as	provided	by	section	

8116	of	the	Department	of	Defense	("DoD")	Appropriations	Act	for	Fiscal	Year	2010	(Pub.	L.	111-118),	

section	8102	of	the	Department	of	Defense	("DoD")	Appropriations	Act	for	Fiscal	Year	2011	(Pub.	L.	112-

10,	Division	A),	and	their	implementing	regulations,	or	any	successor	DoD	appropriations	act	addressing	

the	arbitrability	of	claims.

iii. Selecting	The	Arbitrator	and	Location	of	the	Arbitration.

The	Arbitrator	shall	be	selected	by	mutual	agreement	of	the	Company	and	you.		Unless	you	and	the	

Company	mutually	agree	otherwise,	the	Arbitrator	shall	be	an	attorney	licensed	to	practice	in	the	

location	where the	arbitration	proceeding	will	be	conducted	or	a	retired	federal	or	state	judicial	officer	

who	presided	in	the	jurisdiction	where	the	arbitration	will	be	conducted.		If	the	Parties	cannot	agree	on	

an	Arbitrator,	then	an	arbitrator	will	be	selected	using	the	alternate	strike	method	from	a	list	of	five	(5)	

neutral	arbitrators	provided	by	JAMS	(Judicial	Arbitration	&	Mediation	Services).		You	will	have	the	

option	of	making	the	first	strike.		If	a	JAMS	arbitrator	is	used,	then	the	JAMS	Streamlined	Arbitration

Rules	&	Procedures	rules	will	apply;	however,	if	there	is	a	conflict	between	the	JAMS	Rules	and	this	

Agreement,	this	Agreement	shall	govern.	Those	rules	are	available	here:

Case 3:17-cv-00850-WHA Document 1-1 Filed 02/21/17 Page 19 of 22
http://www.jamsadr.com/rules-streamlined-arbitration/

The	location	of	the	arbitration	proceeding	shall	be	no	more	than	45	miles	from	the	place	where	you	last	

provided	transportation	services	under	this	Agreement,	unless	each	party	to	the	arbitration	agrees	in	

writing	otherwise.		

iv. Starting	The	Arbitration.

All	claims	in	arbitration	are	subject	to	the	same	statutes	of	limitation	that	would	apply	in	court.		The	

party	bringing	the	claim	must	demand arbitration	in	writing	and	deliver	the	written	demand	by	hand	or	

first	class	mail	to	the	other	party	within	the	applicable	statute	of	limitations	period.		The	demand	for	

arbitration	shall	include	identification	of	the	Parties,	a	statement	of	the	legal	and factual	basis	of	the	

claim(s),	and	a	specification	of	the	remedy	sought.	Any	demand	for	arbitration	made	to	the	Company	or	

Uber	shall	be	provided	to	Legal,	Rasier,	LLC,	1455	Market	St.,	Ste.	400,	San	Francisco	CA	94103.		The	

arbitrator	shall	resolve	all	disputes	regarding	the	timeliness	or	propriety	of	the	demand	for	arbitration.		

A	party	may	apply	to	a	court	of	competent	jurisdiction	for	temporary	or	preliminary	injunctive	relief	in	

connection	with	an	arbitrable	controversy,	but	only	upon	the	ground	that	the	award	to	which	that	party	

may	be	entitled	may	be	rendered	ineffectual	without	such	provisional	relief.

v. How	Arbitration	Proceedings	Are	Conducted.

In	arbitration,	the	Parties	will	have	the	right	to	conduct	adequate	civil	discovery,	bring	dispositive	

motions,	and	present	witnesses	and	evidence	as	needed	to	present	their	cases	and	defenses,	and	any	

disputes	in	this	regard	shall	be	resolved	by	the	Arbitrator.	

You	and	the	Company	agree	to	resolve	any	dispute	that	is	in	arbitration	on	an	individual	basis	only,	

and	not	on	a	class, collective	action,	or	representative basis	(“Class	Action	Waiver”).	The	Arbitrator	

shall	have	no	authority	to	consider	or	resolve	any	claim	or	issue	any	relief	on	any	basis	other	than	an	

individual	basis.	The	Arbitrator	shall	have	no authority	to	consider	or	resolve	any	claim	or	issue	any	

relief	on	a	class,	collective,	or	representative	basis.		Notwithstanding	any	other	provision	of	this	

Agreement,	the	Arbitration	Provision	or	the	JAMS	Streamlined	Arbitration	Rules	&	Procedures,	disputes	

regarding	the	enforceability,	revocability	or	validity	of	the	Class	Action	Waiver	may	be	resolved	only	by	a	

civil	court	of	competent	jurisdiction	and	not	by	an	arbitrator.	In	any	case	in	which	(1)	the	dispute	is	filed	

as	a	class,	collective,	or	representative	 action	and	(2) there	is	a	final	judicial	determination	that	all	or	

part	of	the	Class	Action	Waiver	unenforceable,	the	class,	collective,	and/or	representative	action	to	that	

extent	must	be	litigated	in	a	civil	court	of	competent	jurisdiction,	but	the	portion	of	the	Class	Action	

Waiver	that	is	enforceable	shall	be	enforced	in	arbitration.

While	the	Company	will	not	take	any	retaliatory	action	in	response	to	any	exercise	of	rights	you	may	

have	under	Section	7	of	the	National	Labor	Relations	Act,	if any,	the	Company	shall	not	be	precluded	

from	moving	to	enforce	its	rights	under	the	FAA	to	compel	arbitration	on	the	terms	and	conditions	set	

forth	in	this	Agreement.		

Private	Attorneys	General	Act.

Notwithstanding	any	other	provision	of	this	Agreement	or	the	Arbitration	Provision,	to	the	extent	

permitted	by	law,	(1)	You	and	Company	agree	not	to	bring	a	representative	action	on	behalf	of	others	

under	the	Private	Attorneys	General	Act	of	2004	(“PAGA”),	California	Labor	Code	§ 2698	et	seq.,	in	any	

court	or	in	arbitration,	and	(2)	for	any	claim	brought	on	a	private	attorney	general	basis—i.e.,	where	

Case 3:17-cv-00850-WHA Document 1-1 Filed 02/21/17 Page 20 of 22
you	are	seeking	to	pursue	a	claim	on	behalf	of	a	government	entity—both	you	and	Company	agree	that	

any	such	dispute	shall	be	resolved	in	arbitration	on	an	individual	basis	only	(i.e.,	to	resolve	whether	you	

have	personally	been	aggrieved	or	subject	to	any	violations	of	law),	and	that	such	an	action	may	not	be	

used	to	resolve	the	claims	or	rights	of	other	individuals	in	a	single	or	collective	proceeding	(i.e.,	to	

resolve	whether	other	individuals	have	been	aggrieved	or	subject	to	any	violations	of	law)	(“PAGA	

Waiver”). Notwithstanding	any	other	provision	of	this	Agreement	or	the	Arbitration	Provision,	the	

validity	of	the	PAGA	Waiver	may	be	resolved	only	by	a	civil	court	of	competent	jurisdiction	and	not	by	an	

arbitrator.	If any	provision	of	the	PAGA	Waiver	is	found	to	be	unenforceable	or	unlawful	for	any	reason,	

(1) the	unenforceable	provision	shall	be	severed	from	this	Agreement;	(2)	severance	of	the	

unenforceable	provision	shall	have	no	impact	whatsoever	on	the	Arbitration	Provision	or	the	Parties’	

attempt	to	arbitrate	any	remaining	claims	on	an	individual	basis	pursuant	to	the	Arbitration	Provision;	

and	(3)	any	representative	action	brought	under	PAGA	on	behalf	of	others	must	be	litigated	in	a	civil	

court	of	competent	jurisdiction	and	not	in	arbitration.	To	the	extent	that	there	are	any	claims	to	be	

litigated	in	a	civil	court	of	competent	jurisdiction	because	a	civil	court	of	competent	jurisdiction	

determines	that	the	PAGA	Waiver	is	unenforceable	with	respect	to	those	claims,	the	Parties	agree	that	

litigation	of	those	claims	shall	be	stayed	pending	the	outcome	of	any individual	claims	in	arbitration.

vi. Paying	For	The	Arbitration.

Each	party	will	pay	the	fees	for	his,	her	or	its	own	attorneys,	subject	to	any	remedies	to	which	that	party	

may	later	be	entitled	under	applicable	law	(i.e.,	a	party	prevails	on	a	claim	that	provides	for	the	award	of	

reasonable	attorney	fees	to	the	prevailing	party).		In	all	cases	where	required	by	law,	the	Company	will	

pay	the	Arbitrator's	and	arbitration	fees.	If	under	applicable	law	the	Company	is	not	required	to	pay	all	

of	the	Arbitrator’s	and/or	arbitration	fees,	such	fee(s)	will	be	apportioned	equally	between	the	Parties	

or	as	otherwise	required	by	applicable	law.	However,	you	will	not	be	required	to	bear	any	type	of	fee	or	

expense	that	you	would	not	be	required	to	bear	if	you	had	filed	the	action	in	a	court	of	law.		Any	

disputes	in	that	regard	will	be	resolved	by	the	Arbitrator as	soon	as	practicable	after	the	Arbitrator	is	

selected,	and	Company shall	bear	all	of	the	Arbitrator’s	and	arbitration	fees	until	such	time	as	the	

Arbitrator	resolves	any	such	dispute.

vii. The	Arbitration	Hearing	And	Award.

The	Parties	will	arbitrate	their	dispute	before	the	Arbitrator,	who	shall	confer	with	the	Parties	regarding	

the	conduct	of	the	hearing	and	resolve	any	disputes	the	Parties	may	have	in	that	regard.		Within	30	days	

of	the	close	of	the	arbitration	hearing,	or	within	a	longer	period	of	time	as	agreed	to	by	the	Parties	or	as	

ordered	by	the	Arbitrator,	any	party	will	have	the	right	to	prepare,	serve	on	the	other	party	and	file	with	

the	Arbitrator	a	brief.		The	Arbitrator	may	award	any	party	any	remedy	to	which	that	party	is	entitled	

under	applicable	law,	but	such	remedies	shall	be	limited	to	those	that	would	be	available	to	a	party	in	

his	or	her	individual	capacity	in	a	court	of	law	for	the	claims	presented	to	and	decided	by	the	Arbitrator,	

and	no	remedies	that	otherwise	would	be	available	to	an	individual	in	a	court	of	law	will	be	forfeited	by	

virtue	of	this	Arbitration	Provision.		The	Arbitrator	will	issue	a	decision	or	award	in	writing,	stating	the	

essential	findings	of	fact	and	conclusions	of	law.		A	court	of	competent	jurisdiction	shall	have	the	

authority	to	enter	a	judgment	upon	the	award	made	pursuant	to	the	arbitration.		The	Arbitrator	shall	

not	have	the	power	to	commit	errors	of	law	or	legal	reasoning,	and	the	award	may	be	vacated	or	

corrected	on	appeal	to	a	court	of	competent	jurisdiction	for	any	such	error.

Case 3:17-cv-00850-WHA Document 1-1 Filed 02/21/17 Page 21 of 22
viii. Your	Right	To	Opt	Out	Of	Arbitration.

Arbitration	is	not	a	mandatory	condition	of	your	contractual	relationship	with	the	Company.		If	you	do	

not	want	to	be	subject	to	this	Arbitration	Provision,	you	may	opt	out	of	this	Arbitration	Provision	by	

notifying	the	Company	in	writing	of	your	desire	to opt	out	of	this	Arbitration	Provision,	either	by	(1)	

sending,	within	30	days	of	the	date	this	Agreement	is	executed	by	you,	electronic	mail	to	

optout@uber.com,	stating	your	name	and	intent	to	opt	out	of	the	Arbitration	Provision	or	(2)	by	

sending	a	letter	by	U.S.	Mail,	or	by	any	nationally	recognized	delivery	service	(e.g,	UPS,	Federal	

Express,	etc.),	or	by	hand	delivery	to:

Legal

Rasier,	LLC

1455	Market	St.,	Ste.	400

San	Francisco	CA	94103

In	order	to	be	effective,	the	letter	under	option	(2)	must	clearly	indicate	your	intent	to	opt	out	of	this	

Arbitration	Provision,	and	must	be	dated	and	signed.	The	envelope	containing	the	signed	letter	must	

be	received	(if	delivered	by	hand)	or	post-marked within	30	days	of	the	date	this	Agreement	is	

executed	by	you.		Your	writing	opting	out	of	this	Arbitration	Provision,	whether	sent	by	(1)	or	(2),	will	

be	filed	with	a	copy	of	this	Agreement	and	maintained	by	the	Company.		Should	you	not	opt	out	of	

this	Arbitration	Provision	within	the	30-day	period,	you	and	the	Company	shall	be	bound	by	the	terms	

of	this	Arbitration	Provision.		You	have	the	right	to	consult	with	counsel	of	your	choice	concerning	this	

Arbitration	Provision.		You	understand	that	you	will	not be	subject	to	retaliation	if	you	exercise	your	

right	to	assert	claims	or	opt-out	of	coverage	under	this	Arbitration	Provision.		

ix. Full	and	Complete	Agreement	Related	to	Formal	Resolution	of	Disputes;	Enforcement	Of	

This	Agreement.

This	Arbitration	Provision	is	the	full	and	complete	agreement	relating	to	the	formal	resolution	of	

disputes	arising	out	of	this	Agreement.		Except	as	stated	in	subsection	v,	above,	in	the	event	any	portion	

of	this	Arbitration	Provision	is	deemed	unenforceable,	the	remainder	of	this	Arbitration	Provision	will	be	

enforceable.

By	clicking	“I	accept”,	you	expressly	acknowledge	that	you	have	read,	understood,	and	taken	steps	to	

thoughtfully	consider	the	consequences	of	this	Agreement,	that	you	agree	to	be	bound	by	the	terms	and	

conditions	of	the	Agreement,	and	that	you	are	legally	competent	to	enter	into	this	Agreement	with	

Company.

Case 3:17-cv-00850-WHA Document 1-1 Filed 02/21/17 Page 22 of 22