Courier Agreement

1.1This agreement (the Agreement) is made between Drevo Ltd, a company registered in Scotland under company number SC887578, whose registered office is at Office 606 18 Young Street, Unit Lge, Edinburgh, Scotland, EH2 4JB, trading as “Drevo” (Drevo, we, us), and the self-employed individual identified in the Drevo courier application who signs this Agreement digitally (the Courier, you). Drevo’s VAT registration number is GB 524 9743 67.

1.2Drevo operates an online marketplace through which UK businesses order same-day parcel deliveries, performed by vetted, self-employed couriers. Drevo does not carry parcels itself. When you accept a Job, the contract for that delivery is between you and the Business that posted it; Drevo provides the Platform, offers the Job to you, collects the Courier Fee from the Business on your behalf and supports both sides. This Agreement sets out the terms on which you may accept and perform delivery jobs offered through the Drevo courier app.

1.3You accept this Agreement by signing it digitally in the courier app during onboarding.

1.4This Agreement governs your relationship with Drevo and your use of the Platform. It is not the contract for any individual delivery: each Job you accept forms a separate Delivery Contract between you and the Business, on the terms set out in clause 7.6.

2.1In this Agreement:

“App” means the Drevo courier mobile application;

“Business” means the business customer that posts a Job on the Platform and for whom you perform it;

“Courier Fee” means the amount payable by the Business to you under the Delivery Contract for a Job, being the figure shown to you in the App as the Payout before you accept;

“Delivery Contract” means the contract for the collection, carriage and delivery of the parcels in a Job, made directly between you and the Business at the moment you accept that Job, on the terms described in clause 7.6;

“Job” means a delivery run offered through the App, comprising a collection and one or more drop-off stops;

“Payout” means the Courier Fee for a completed Job, which Drevo collects from the Business as your agent and pays over to you in accordance with clause 9;

“Platform” means the Drevo website, dashboards, the App and associated systems;

“Platform Commission” means Drevo’s own charge to the Business for the Platform, the introduction to couriers, payment collection and support, as defined in the Terms of Service;

“POD” means proof of delivery: a photograph taken at the point of delivery, optional recipient name, an optional note, GPS coordinates and a timestamp;

“Terms of Service” means the Drevo Terms of Service for business customers, published at drevo.co.uk/legal/terms, as updated from time to time.

3.1You provide courier services to Businesses as an independent contractor, genuinely in business on your own account. Drevo does not buy your services and resell them: each Job you accept is performed for the Business under the Delivery Contract, and Drevo acts as a disclosed agent — operating the Platform, offering Jobs to you and collecting the Courier Fee on your behalf. Nothing in this Agreement creates a relationship of employer and employee, worker and engager, or a partnership or joint venture, between you and Drevo or between you and any Business; and the limited agency described in this Agreement does not make you an employee, worker, agent or subcontractor of Drevo.

3.2You are not entitled to salary, holiday pay, sick pay, pension contributions or other employment benefits from Drevo, and you are responsible for your own tax and National Insurance as set out in clause 9.

3.3You appoint Drevo as your agent for the limited purpose of collecting the Courier Fee from the Business, and you authorise Drevo to receive that money on your behalf. Payment of the Courier Fee by the Business to Drevo discharges the Business’s obligation to pay you for that Job, and you must not invoice or seek payment from the Business separately for the same Job. Drevo holds Courier Fees collected for you and pays them over under clause 9. The Platform Commission is a separate charge made by Drevo to the Business ontop of the Courier Fee, and is not deducted from your Courier Fee. You receive the Courier Fee in full, less only any deduction expressly permitted elsewhere in this Agreement.

4.1Drevo is not obliged to offer you any Jobs, and you are not obliged to accept any Job offered to you. You may decline any Job, and going offline or declining Jobs is not, of itself, a breach of this Agreement.

4.2You choose entirely when and where you work. You may go online and offline in the App at will, and you may set your preferred working radius (between 5 and 50 miles) at any time. Jobs are offered to you based on your live location and radius preference, not on any fixed area or schedule.

4.3You are free to work for any other person or business, including competitors of Drevo, at any time.

5.1Because every Courier on the Platform is individually vetted — including identity checks, right-to-work checks, licence and insurance verification and an identity face-check at each collection — Jobs you accept must be performed by you personally. You may not send a substitute or subcontract a Job to anyone else, except that Drevo itself may arrange a vetted relief Courier to complete a Job under the breakdown recovery process in clause 7.5.

6.1At all times while this Agreement is in force you must:

• (a)hold a valid driving licence for the vehicle you use, and provide your licence details and a DVLA share code;
• (b)maintain valid hire-and-reward insurance at all times when performing Jobs, and provide your certificate to Drevo;
• (c)use a roadworthy, legally compliant vehicle that matches the vehicle registration you have provided;
• (d)have and maintain the right to work in the United Kingdom, evidenced by passport (British and Irish citizens) or a Home Office share code;
• (e)promptly notify Drevo if any of the above changes, lapses or is revoked; and
• (f)comply with a Basic DBS check where Drevo requires one as part of vetting.

6.2When performing a Job you must:

• (a)complete the identity face-check at collection;
• (b)scan the QR code on every parcel against the route manifest at collection;
• (c)handle parcels with reasonable care and deliver them to the correct stop;
• (d)capture POD at every stop, including a photograph at the point of delivery;
• (e)record any failed stop with a reason, and follow the reattempt process or return the parcel to the collection address, as directed in the App;
• (f)drive lawfully and safely, and behave professionally towards recipients and the public; and
• (g)not carry items that the Terms of Service prohibit businesses from sending.

7.1Jobs are offered through the App. Each offer shows the Payout, the collection point, the stops and the key Job details before you accept. When you accept a Job in the App, a Delivery Contract is formed at that moment directly between you and the Business, and you are bound to perform that Job in accordance with that Delivery Contract and this Agreement.

7.2You may have one active immediate Job at a time. The App will not offer you a second immediate Job while one is active.

7.3After accepting a Job you may be asked to confirm it; the App also provides a release mechanism if you can no longer perform it. Unreleased non-performance of an accepted Job affects your reliability score (clause 10) and may lead to termination under clause 12 in serious or repeated cases.

7.4You must not subcontract or delegate an accepted Job. The only exception is the Platform’s own breakdown recovery process in clause 7.5.

7.5If your vehicle breaks down during a Job, you must report it in the App immediately. Drevo may arrange a vetted relief Courier to complete the remaining stops, who forms their own Delivery Contract with the Business for those stops. In that case, the Courier Fee for the Job is apportioned between you and the relief Courier according to the portion of the Job each of you completed, and the amount the Business pays for the Job does not change. A breakdown reported in this way does not count against your reliability score.

7.6The Delivery Contract formed when you accept a Job consists of the details of that Job as displayed in the App — the collection point, the stops, the parcels, the Courier Fee and any delivery instructions — together with clauses 8, 9, 10 and 13 of the Terms of Service, which apply between you and the Business as if set out in this Agreement. Those clauses cover performance of the delivery, prohibited items, the Business’s own obligations, and parcel liability and claims, including the per-parcel limit restated at clause 11.5 below. You must read the Terms of Service before accepting Jobs; they are linked in the App and published at drevo.co.uk/legal/terms.

8.1You provide, at your own cost, everything you need to perform Jobs: your vehicle, fuel, maintenance, insurance, smartphone and mobile data. Drevo does not provide, subsidise or reimburse equipment or running costs.

9.1The Payout for each Job is the Courier Fee the Business owes you for that Job under the Delivery Contract, and is shown in the App before you accept. Drevo collects it from the Business as your agent under clause 3.3; Drevo is not itself buying the delivery from you. On completion of a Job, your earnings enter a clearing period of 48 hours after delivery (the dispute window), after which they become available.

9.2Available earnings are paid over to you weekly, to the bank account you have nominated in the App.

9.3Payment operates under a self-billing arrangement: Drevo issues a self-billed invoice for the Courier Fees you have earned in each payment period, and you agree not to raise your own invoices for the same Jobs. You must notify Drevo immediately if you change your VAT registration status. [VAT and self-billing mechanics under the agency model — to be confirmed with Drevo’s accountants: whether the self-billed invoice is raised by Drevo in its own name or by Drevo as agent for the Business, given that the Courier Fee is your supply to the Business and not a supply to Drevo. The same question is flagged at clause 5.3 of the Terms of Service.]

9.4You are responsible for your own income tax and National Insurance contributions as a self-employed person, including registering with HMRC and providing your Unique Taxpayer Reference (UTR) where applicable.

9.5If you are VAT-registered and have provided your VAT number, Courier Fees are paid plus VAT against the self-billed invoice.

9.6Drevo may hold back or adjust a Courier Fee that is the subject of a genuine dispute (for example, a missing-parcel investigation) until the dispute is resolved, and will explain any adjustment. Adjustments made because a parcel claim has been upheld are governed by clause 11.5.

10.1The Platform computes a reliability score for each Courier from their job history — completion, confirmation and cancellation rates. The score affects the visibility of Jobs shown to you: some business customers may restrict their Jobs to top-rated Couriers.

10.2Vehicle breakdowns reported through the App under clause 7.5 do not count against your reliability score.

10.3You may request a human review of your score, or of any decision influenced by it, by contacting support@drevo.co.uk.

11.1The parcels in a Job are in your custody from collection until delivery. You are responsible to the Business, under the Delivery Contract, for your own acts and omissions while performing a Job, including your driving and your handling of parcels, and you must maintain hire-and-reward insurance covering your courier activity at all times.

11.2Subject to clause 11.4, you will compensate Drevo for losses Drevo suffers as a direct result of your fraud, your deliberate misconduct, or your performance of Jobs without valid insurance.

11.3Subject to clause 11.4, Drevo is not liable to you for loss of earnings, loss of profit or other business losses arising from the availability or allocation of Jobs, suspension of the Platform, or termination of this Agreement in accordance with its terms.

11.4Nothing in this Agreement excludes or limits either party’s liability for death or personal injury caused by its negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot be excluded or limited under the law of England and Wales.

11.5It is a term of this Agreement, and of every Delivery Contract you enter into, that your liability to the Business for loss of or damage to a parcel is limited to £50 per parcel, unless a higher declared value was agreed in writing before the Job was posted. That limit does not apply to any liability which cannot be limited under the law of England and Wales. The Business must notify a claim within 48 hours of the delivery, or the scheduled delivery, of the relevant stop. Drevo administers the claims process for you and the Business, assessing each claim against the POD record and the Platform’s scan and GPS history; where a claim is upheld, Drevo may deduct the settlement — up to that £50 per-parcel limit — from your Payouts. Drevo will tell you about any claim affecting your Payout and give you a reasonable opportunity to respond before making a deduction. You are not liable for loss or damage arising from inadequate packaging, inherent vice of the goods, prohibited items, or inaccurate address or recipient information provided by the Business. [To be confirmed: whether Drevo may recover an upheld claim from you directly where your available Payouts are insufficient, or where you have left the Platform, or whether Drevo bears that shortfall itself. This is the same open commercial decision flagged at clause 13.4 of the Terms of Service and must be answered consistently in both documents.]

11.6[Goods-in-transit insurance — to be confirmed: whether Couriers must carry goods-in-transit cover in addition to hire-and-reward insurance, and at what level. The same question is flagged at clause 13.7 of the Terms of Service. If cover is required, it must also be added to clause 6.1 of this Agreement as a vetting condition.]

12.1Drevo processes your personal data as described in the Drevo Privacy Policy, including: your live GPS location while you are online or on a Job, recorded approximately every 25 seconds; your onboarding documents, stored in a private file store with staff-only access; your reliability score; and the POD photographs you capture.

12.2You must handle any personal data you see in the course of a Job (recipient names, addresses, phone numbers, door codes) confidentially, use it only to perform the Job, and never copy or retain it outside the App.

12.3Personal data about recipients is provided to you through the App by the Business so that you can perform the Delivery Contract. You may use it only for that purpose. [Courier’s data protection role — to be confirmed: whether you act as the Business’s processor for recipient personal data, in which case processor terms must be added to this Agreement and flowed down from the Drevo Data Processing Agreement, or as an independent controller for the delivery. The same question is flagged at clause 17.3 of the Terms of Service.]

13.1Either party may end this Agreement at any time by giving notice: you by closing your account in the App or emailing support@drevo.co.uk; Drevo by notice through the App or by email.

13.2Drevo may end this Agreement or suspend your access immediately where: there is a serious safety incident or a serious risk to safety; we reasonably suspect fraud or dishonesty; your licence, insurance or right to work lapses or is revoked; or you commit a serious or repeated breach of this Agreement.

13.3On termination, you must complete or release any active Job as directed through the App. Earnings you have properly accrued before termination are paid in accordance with clause 9, subject to clause 9.6.

14.1The parties intend and believe this Agreement to be a contract for services with a genuinely self-employed contractor. If HMRC, a tribunal or a court determines that your status is other than self-employed, the parties will cooperate in good faith to address the consequences of that determination, and each party will provide the other with reasonable information and assistance. This clause does not prevent, and is not intended to discourage, either party from seeking a determination of status.

15.1This Agreement, together with the Drevo Privacy Policy and the clauses of the Terms of Service incorporated by clause 7.6, constitutes the entire agreement between you and Drevo in relation to its subject matter.

15.2Drevo may update this Agreement by giving you reasonable notice through the App; continued acceptance of Jobs after a change takes effect constitutes acceptance of the updated Agreement.

15.3If any provision of this Agreement is found invalid or unenforceable, the remainder continues in full force. A failure or delay in exercising a right is not a waiver. A person who is not a party has no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce this Agreement.

16.1This Agreement and any dispute or claim arising out of or in connection with it (including non-contractual disputes or claims) are governed by the law of England and Wales, and the courts of England and Wales have exclusive jurisdiction.