VitRide Driver Agreement

Vitdaa Global Resources Ltd. · v1.0 — 2026

VitRideDriver Partner Agreement

VitRide

DRIVER PARTNER AGREEMENT

Document Version: v1.0 -- 2026 Effective Date: Upon Account Registration Governed by: Laws of the Federal Republic of Nigeria Issued by: Vitdaa Global Resources Ltd.

This Driver Partner Agreement ("Agreement") is entered into between Vitdaa Global Resources Ltd., a company incorporated under the laws of Nigeria (operating the VitRide platform), and you, the individual registering as a driver on the VitRide platform ("Driver Partner" or "you"). By completing registration, accepting this Agreement electronically, or using the VitRide platform to provide transportation services, you agree to be bound by all terms set out below.

1. Definitions

In this Agreement, the following terms have the meanings set out below:

"Platform" means the VitRide mobile application, driver application, website, and any related

technology made available by VitRide.

"Rider" means any user of the VitRide platform who requests transportation services.
"Trip" means a transportation service provided by the Driver to a Rider arranged through the

Platform.

"Driver Wallet" means the digital wallet maintained within the Platform for purposes of crediting

Driver earnings.

"Service Fee" means the percentage-based fee deducted by VitRide from each fare as

consideration for access to and use of the Platform.

"Subscription Fee" means any recurring periodic fee payable by the Driver to maintain access to

the Platform.

"Applicable Law" means all applicable laws, regulations, and government orders in the

jurisdiction(s) in which the Driver operates.

2. Independent Contractor Status

2.1 The Driver is an independent contractor and not an employee, agent, partner, joint venture, or

franchisee of VitRide. Nothing in this Agreement creates an employment or agency relationship between VitRide and the Driver.

2.2 The Driver retains sole discretion over when, where, and how often to use the Platform to offer

transportation services, subject to the terms of this Agreement.

2.3 The Driver is solely responsible for all tax obligations (including income tax, VAT, and any applicable

levies) arising from earnings received through the Platform. VitRide may provide tax summaries but does not withhold taxes on the Driver's behalf.

2.4 The Driver is not entitled to any employment benefits including pension, health insurance, leave pay,

or sick pay from VitRide.

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3. Eligibility & Onboarding Requirements

3.1 Mandatory Eligibility Criteria

To register and continue operating as a Driver on the Platform, the Driver must at all times:

Be at least 21 years of age.
Hold a valid, unexpired driver's license appropriate for the vehicle class used.
Own or have lawful possession of a vehicle that meets VitRide's minimum vehicle standards (as

updated from time to time).

Maintain valid motor vehicle insurance covering at least the minimum statutory third-party liability

requirements in the jurisdiction of operation.

Hold any permit, licence, or authorisation required by local transport or traffic authorities to

provide commercial passenger services.

Not be disqualified from holding a driver's license or from providing commercial transport services

by any court or regulatory authority.

Pass all background screening and identity verification checks required by VitRide.

3.2 Vehicle Requirements

The Driver's vehicle must:

Be in a roadworthy condition and pass periodic vehicle inspections required by VitRide or

applicable authorities.

Be no older than the maximum vehicle age set in VitRide's Vehicle Standards Policy (as updated

from time to time).

Display valid road worthiness certification and, where required, commercial transport licensing.
Be kept clean, functional, and maintained to a standard that meets Rider expectations.

3.3 Ongoing Compliance

The Driver must promptly notify VitRide if any eligibility requirement ceases to be satisfied, including any licence suspension, criminal conviction, or change in insurance status. VitRide may suspend the Driver's account pending verification of continued eligibility.

4. Platform Access & Subscription

4.1 VitRide grants the Driver a limited, non-exclusive, non-transferable, revocable licence to use the

Platform solely for the purpose of receiving and fulfilling Trip requests.

4.2 The Driver acknowledges that access to the Platform requires payment of the Subscription Fee in the

amount and at the frequency (daily, weekly, monthly, or annually) selected by the Driver during onboarding or as otherwise updated by VitRide with reasonable notice.

4.3 VitRide reserves the right to modify the Subscription Fee structure by providing the Driver with at

least 14 days' prior written notice.

4.4 Failure to pay applicable Subscription Fees may result in suspension of Platform access until the

outstanding amount is settled.

5. Fares, Earnings & Payment

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5.1 Fare Calculation

Fares are calculated by the Platform's automated pricing engine based on factors including distance, estimated duration, time of day, demand levels, and applicable surcharges. VitRide may apply dynamic/surge pricing during periods of high demand.

5.2 Service Fee

VitRide deducts a Service Fee from the gross fare for each Trip completed through the Platform. The applicable Service Fee percentage is communicated to the Driver in the Platform and may be updated by VitRide with at least 14 days' prior written notice.

5.3 Payment Methods

Riders may pay for Trips using any payment method accepted on the Platform (including in-app digital payment and card). The Driver may also accept cash directly from Riders for cash-enabled Trips as permitted by VitRide's applicable policies. For cash Trips, the Driver must remit any Platform or service fees owed to VitRide through the Driver Wallet as specified in VitRide's cash reconciliation policy.

5.4 Earnings Disbursement

Net earnings (gross fare less Service Fee and any applicable deductions) are credited to the Driver's VitRide Wallet. Withdrawals may be initiated by the Driver subject to VitRide's minimum withdrawal thresholds, disbursement schedules, and applicable banking processing times. VitRide targets settlement within 1•3 business days but does not guarantee a fixed disbursement timeline.

5.5 Disputes

The Driver must raise any fare or payment dispute within 30 days of the transaction date. Disputes raised outside this window may not be actionable.

6. Driver Conduct & Safety Standards

6.1 General Conduct

The Driver must at all times:

Comply with all Applicable Laws, including traffic laws, road safety regulations, and commercial

transport regulations.

Treat Riders and other road users with courtesy and respect.
Maintain a Driver rating above VitRide's minimum acceptable threshold (notified to Drivers from

time to time). Persistent low ratings may result in suspension or termination.

Not engage in discrimination on the basis of race, gender, religion, nationality, disability, or any

other protected characteristic.

Not use a mobile phone or other handheld device while driving, except as permitted by law using

hands-free features.

6.2 Safety Requirements

The Driver must:

Always wear a seatbelt and ensure Riders are seatbelted before commencing a Trip.
Not drive under the influence of alcohol, narcotics, or any impairing substance.

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Not carry more Riders than the vehicle's approved seating capacity.
Not use threatening, abusive, or harassing language or behaviour toward any Rider, VitRide

representative, or third party.

Not record Riders using audio or video devices except where mandated or permitted under

Applicable Law or VitRide's policies.

6.3 VitRide Community Guidelines

The Driver must comply with VitRide's Community Guidelines and any other policies published on the Platform or provided in the Driver Partner portal, as updated from time to time. VitRide will notify Drivers of material policy updates with reasonable notice.

7. Data Privacy & Use of Personal Data

7.1 VitRide processes the Driver's personal data in accordance with its Driver Privacy Policy, available at

vitride.com/privacy/driver.

7.2 The Driver acknowledges that the Platform collects and processes location data, trip data, and

performance data for purposes including safety monitoring, fraud prevention, fare calculation, and service improvement.

7.3 The Driver must not collect, store, or process Rider personal data beyond what is strictly necessary

to complete a Trip. Any misuse of Rider data is grounds for immediate termination.

8. Insurance

8.1 The Driver is solely responsible for obtaining and maintaining adequate insurance for the vehicle and

for commercial passenger transport activities, in the minimum amounts required by Applicable Law.

8.2 The Driver must provide proof of valid insurance to VitRide upon request and must notify VitRide

immediately if their insurance lapses or is cancelled.

8.3 VitRide may, in its sole discretion and where operationally available, provide supplemental insurance

coverage during active Trips on the Platform. Details of any such coverage are set out in VitRide's Insurance Summary document available on the Platform. Supplemental coverage does not replace the Driver's own insurance obligations.

9. Intellectual Property

9.1 All intellectual property rights in the Platform, including software, trademarks, trade names, logos,

and content, are owned by VitRide or its licensors. Nothing in this Agreement grants the Driver any ownership of or licence to VitRide's intellectual property beyond the limited Platform access licence in Clause 4.1.

9.2 The Driver must not copy, modify, reverse-engineer, or create derivative works from any part of the

Platform.

10. Confidentiality

The Driver must keep confidential all non-public information about VitRide's business, technology, pricing structures, and operations that the Driver receives as a result of using the Platform, and must not disclose such information to any third party without VitRide's prior written consent.

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11. Liability & Indemnification

11.1 VitRide's Limitation of Liability

To the fullest extent permitted by Applicable Law:

VitRide's total aggregate liability to the Driver under or in connection with this Agreement shall not

exceed the total Service Fees paid to VitRide by the Driver in the 3 months preceding the event giving rise to the claim.

VitRide is not liable for indirect, special, consequential, or punitive damages, including lost

income or profit.

11.2 Driver Indemnification

The Driver agrees to indemnify, defend, and hold harmless VitRide and its officers, directors, employees, and agents from and against any claims, damages, fines, penalties, and costs (including reasonable legal fees) arising from:

The Driver's breach of this Agreement.
Any road accident, personal injury, or property damage caused by the Driver.
The Driver's violation of any Applicable Law.
Any claim by a Rider or third party arising from a Trip performed by the Driver.

12. Suspension & Termination

12.1 Termination by Driver

The Driver may deactivate their account at any time by providing VitRide with at least 7 days' written notice through the Platform or by contacting driver support. Deactivation does not affect any outstanding payment obligations.

12.2 Termination or Suspension by VitRide -- For Cause

VitRide may immediately suspend or permanently terminate the Driver's account without prior notice if the Driver:

Violates any material term of this Agreement or VitRide's published policies.
Engages in fraudulent activity, including fare manipulation or identity fraud.
Receives a criminal conviction that disqualifies them from providing transport services.
Engages in physical, verbal, or sexual misconduct toward any Rider, VitRide personnel, or third

party.

Loses their driver's licence or required permits.
Provides false information during onboarding or at any point during the relationship.

12.3 Termination for Convenience

VitRide may terminate this Agreement for reasons other than cause by providing the Driver with at least 14 days' written notice.

12.4 Effect of Termination

Upon termination, the Driver's Platform access is revoked. Any accrued earnings in the Driver Wallet at the date of termination will be disbursed within 30 days, subject to any outstanding obligations or disputed amounts.

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13. Dispute Resolution

13.1 Amicable Resolution

The parties will first attempt to resolve any dispute informally. The Driver must contact VitRide driver support (support@vitride.com) and allow 30 days for VitRide to respond and propose a resolution.

13.2 Mediation

If informal resolution fails, either party may refer the dispute to formal mediation conducted by an accredited mediator agreed upon by both parties. The costs of mediation shall be shared equally unless otherwise agreed.

13.3 Arbitration

If mediation does not resolve the dispute within 60 days of referral, the dispute shall be finally resolved by binding arbitration under applicable Nigerian arbitration rules. Arbitration shall be conducted in English in Lagos, Nigeria.

13.4 Governing Law

This Agreement is governed by and construed in accordance with the laws of the Federal Republic of Nigeria.

14. Amendments

VitRide may amend this Agreement from time to time by publishing the updated version on the Platform and providing the Driver with at least 14 days' prior written notice. Continued use of the Platform after the effective date of any amendment constitutes the Driver's acceptance of the amended Agreement.

15. Miscellaneous

15.1 Entire Agreement. This Agreement, together with VitRide's Community Guidelines, Privacy Policy,

and any other policies incorporated by reference, constitutes the entire agreement between VitRide and the Driver with respect to its subject matter and supersedes all prior agreements.

15.2 Severability. If any provision of this Agreement is found to be invalid or unenforceable, the remaining

provisions shall continue in full force.

15.3 Waiver. A failure by either party to enforce any provision of this Agreement shall not constitute a

waiver of that party's right to enforce it at a later date.

15.4 Assignment. The Driver may not assign any rights or obligations under this Agreement without

VitRide's prior written consent. VitRide may assign this Agreement in connection with a merger, acquisition, or transfer of substantially all its assets.

15.5 Language. This Agreement is written in English. In the event of any conflict between an English

version and a translated version, the English version shall prevail.

Vitdaa Global Resources Ltd.

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