SERVICE PROVIDER ADDENDUM

THIS SERVICE PROVIDER ADDENDUM (“AGREEMENT”) IS AN ADDENDUM TO THE TERMS OF USE (“TERMS”)  AGREEMENT BETWEEN YOU (THE “SERVICE PROVIDER”) AND CARECAR AND IT SETS FORTH ADDITIONAL TERMS AND CONDITIONS THAT ARE APPLICABLE IN THE MARKET IN WHICH YOU PROVIDE SERVICES. CAPITALIZED TERMS HEREIN HAVE THE MEANING SET FORTH IN THE AGREEMENT. THIS ADDENDUM REPLACES AND SUPERSEDES ANY PRIOR SERVICE PROVIDER ADDENDUM THAT YOU HAVE PREVIOUSLY AGREED TO.

1. Scope. The parties hereto are entering into this agreement in connection with the provision of certain products and services by Service Provider to Members through the CareCar Platform. The Parties acknowledge and agree that in the provision of certain services hereunder as described in this Addendum and the Terms of Service Agreement, a Service Provider will be acting as a Business Associate of CareCar, under the Health Insurance Portabilty and Accountability Act of 1966 and it’s regulations (“HIPAA”) and that the Parties shall enter into a Business Associate Agreement (“BAA”) which is attached hereto as Exhibit A.

2. Compensation. You are entitled to compensation for the services that you provide as a Service Provider. Compensation is determined by the applicable “Rates” in a given market and the mode of work (“Flex” or “Shift”) you choose. Current Rates are published online at carecar.co/rates and/or viewable in your application User account.  Rates are subject to change at CareCar’s discretion and any changes shall be published. By continuing to use the CareCar Platform after any such changes are made, you are deemed to have accepted these changes. 

1. Rates. Rates are published at www.carecar.co/rates. 

2. Flex. Flex is the standard and default mode of work on the CareCar Platform. In this mode, you determine when to make yourself available to accept work and you determine which trips/jobs you accept. You will be compensated for the trips/jobs you complete according to the Rates in effect at the time of service. There are no minimum compensation guarantees associated with Flex work. 

3. Routes. Routes are linked passenger trips that a Service Provider may accept. Service Providers. You have sole discretion in deciding what Route(s), if any, you want to accept. Routes entail bonuses and awards, which are described within the CareCar Platform along with the Route. All trips within a Route must be completed to be eligible for the reward. Routes may not be available in your region. 

4. Demand Multiplier. A multiplier of the Rates may be added to Compensation to incentivize Service Provider acceptance when Service demand is high and Service Provider supply is low. Any attempt to artificially generate a Demand Multiplier by a User is a breach of the Terms of Service agreement. 

5. Additional Payments to You. Notwithstanding the terms of the published Rates, mileage will always be reimbursed at least 30 cents per mile for all engaged time with CareCar Members. This reimbursement is inclusive, not in addition to the your standard earnings. At the end of each earnings period, you will be provided the number of hours of engaged time and passenger miles during that earnings period. 

6. Health Care Subsidy. For California Service Providers. In addition to your Service Provider Compensation and additional benefits, you will receive quarterly health care subsidies within 15 days of the end of the calendar quarter, subject to the following qualifications. If you average the following amounts of engaged time per week during the calendar quarter you will receive the following subsidies: (i) For an average of 25 hours or more per week of engaged time in the calendar quarter, you will receive a payment greater than or equal to 100% of the average Affordable Care Act (“ACA”) contribution for the applicable average monthly Covered California premium for each month in the quarter; (2) for an average of at least 15 but less than 25 hours per week of engaged time in the calendar quarter, you will receive a payment greater than or equal to 50% of the average ACA contribution for the applicable average monthly Covered California premium for each month in the quarter. 

7. Adjustments and Settlement. CareCar reserves the right to adjust or withhold all or a portion of Service Provider Compensation or other payment owed to you (i) if it believes that you have attempted to defraud or abuse Members, CareCar or CareCar’s payment systems, or (ii) in order to resolve a Member complaint (e.g., you took an inefficient route or failed to properly end a particular instance of Services in the CareCar application when the ride was over). CareCar’s decision to adjust or withhold the Service Provider Compensation or other payment in any way shall be exercised in a reasonable manner. If you have agreed to any other amounts being deducted from your Service Provider Compensations with any party (such as vehicle rental or lease payments), those amounts will be deducted before remittance to you, and we may determine the order of these other deductions if allowed by law. We will use reasonable efforts to ensure that your Service Provider Compensation and any other payments to you will be paid to you on at least a weekly basis. You acknowledge and agree that all payments owed to you shall not include any interest and will be net of any amounts that we are required to withhold by law. 

8. CareCar Fees. In exchange for your use of the CareCar Platform and the services provided by CareCar to you, you agree to pay CareCar (and permit CareCar to retain) a Platform Service fee (“Platform Fee”) based on each ride you provide. The Platform Fee shall be a set amount for each task as set forth on the applicable published Rates at the time of the ride. If not designated in Rates, the current Platform Fee is equal to the amount of $0.30 per completed task. 

3. Payment Processing. Payment processing services are provided by Stripe and subject to the Stripe Connected Account Agreement (available at https://stripe.com/us/connect-account/legal), which includes the Stripe Services Agreement (available at https://stripe.com/us/legal) (collectively, the "Stripe Terms"). By using the CareCar Platform to receive payment proceeds, you agree to be bound by the Stripe Terms, which may be modified from time to time. As a condition of CareCar enabling payment processing services through Stripe, you authorize CareCar to obtain all necessary access and perform all necessary activity on your Stripe Connected Account to facilitate your provision of Services as contemplated by the Agreement and your relationship with CareCar. You further agree to provide accurate and complete information about you and your business and authorize CareCar to share it and transaction information with Stripe for the purposes of facilitating of the payment processing services provided by Stripe. CareCar reserves the right to switch payment processing vendors in its discretion. 

4. Independent Contractor Status. You are an independent contractor and not an agent or employee of CareCar and have no authority to bind CareCar by contract or otherwise. CareCar does not unilaterally prescribe specific dates, times of day, or a minimum number of hours during which you must be logged into the CareCar platform. You are not required to accept any specific trip as a condition of maintaining access to the CareCar platform. You are not restricted from performing rideshare services or delivery services through other network companies except during engaged time. You are not restricted from working in any other lawful occupation or business. This Service Provider Addendum does not create any partnership, joint venture, or agency relationship. Nothing in this Service Provider Addendum shall be interpreted nor construed as creating or establishing the relationship of employer or employee between you and CareCar and any of your agents or employees in performing your obligations.