Driver Independent Contractor Agreement

Effective: June 9, 2026 · Version 1.1

This Agreement governs your relationship with Shift, LLC as a driver-partner. Please read every section carefully — it contains important information about your tax obligations, earnings, and rights.

The signable version of this Agreement lives inside the Shift driver app (Menu → Driver Contractor Agreement). This web copy is provided for pre-signup review; e-signature happens in-app under E-SIGN Act.

1. Independent Contractor Relationship

You are an independent contractor

This Agreement establishes an independent contractor relationship between you ("Driver-Partner" or "you") and Shift, LLC ("Shift," "we," or "us"). Nothing in this Agreement or your use of the Shift platform creates an employment, agency, joint venture, or partnership relationship between you and Shift.

Shift does not direct or control the manner in which you provide transportation services. You retain the right to perform services for other transportation network companies, delivery platforms, or any other business at any time.

No employee benefits

Because you are an independent contractor, Shift will not:

• Withhold income taxes, Social Security, or Medicare from your earnings
• Provide workers' compensation insurance on your behalf
• Provide unemployment insurance benefits
• Provide health, dental, vision, or retirement benefits
• Reimburse vehicle expenses, fuel, or maintenance costs

You are solely responsible for all costs of operating your vehicle and providing transportation services.

Right to set your own schedule

You have complete discretion over when and where you drive. You may log on and off the Shift platform at any time and are under no obligation to accept any minimum number of ride requests. Shift may not require you to be available during specific hours or for specific durations.

2. Tax Obligations & 1099-NEC Acknowledgment

1099-NEC reporting

If your gross earnings through the Shift platform total $600 or more in a calendar year, Shift will issue you IRS Form 1099-NEC (Nonemployee Compensation) by January 31 of the following year. This form reports your earnings to the Internal Revenue Service.

By signing this Agreement, you acknowledge that:

• You will receive a 1099-NEC (not a W-2) for earnings ≥ $600/year
• You are responsible for self-reporting all income regardless of whether a 1099-NEC is issued
• Earnings below $600 are still taxable income you must report

Self-employment taxes

As an independent contractor, you are responsible for paying:

• Federal self-employment tax (15.3% on net self-employment income up to the Social Security wage base, 2.9% above)
• Federal income tax (based on your applicable tax bracket)
• State income tax (North Carolina flat rate, currently 4.5%)
• Any applicable local taxes

Shift strongly recommends consulting a tax professional and making quarterly estimated tax payments to the IRS (due April 15, June 15, September 15, and January 15) to avoid underpayment penalties.

Deductible business expenses

As a self-employed driver-partner, you may be eligible to deduct ordinary and necessary business expenses, which may include:

• Vehicle mileage (standard IRS mileage rate or actual expense method)
• Phone and data plan (portion used for Shift)
• Vehicle insurance premiums (portion allocable to business use)
• Vehicle maintenance and repairs

Shift does not provide tax advice. Consult a qualified tax professional for guidance specific to your situation.

W-9 requirement

You must complete and submit IRS Form W-9 (Request for Taxpayer Identification Number) to Shift before receiving payouts. Your W-9 information is used solely for 1099-NEC reporting purposes and is handled in accordance with our Privacy Policy.

3. Earnings & Platform Fee

How driver earnings are calculated

For each completed ride, you will receive:

• 88% of the locked base fare (set at the time the ride is booked)
• 100% of any tip added by the passenger

Shift retains 12% of the base fare as a platform fee that covers technology infrastructure, insurance programs, safety features, and platform operations. The platform fee is not a commission on tips.

Wait time fees

When you arrive at the pickup, a 6-minute free wait window starts. If the passenger does not board within those 6 minutes, a wait time fee of $0.25 per minute accrues and is added to the ride total. You receive 88% of all wait time charges. The first 6 minutes of waiting are not billable.

No-show fee

If a passenger has not boarded after 9 total minutes at the pickup (6 minutes free + 3 minutes of accrued wait charges), you may cancel the trip as a no-show. When you do, the passenger is charged the accrued wait fee plus a flat $2.00 no-show fee. You receive 88% of the combined cancellation amount. This fee compensates you for your time and the lost earnings of declining other ride requests while waiting.

Passenger-initiated cancellation fees

If a passenger cancels a ride after their 5-minute free cancellation grace period (measured from the time they book), a $3.00 cancellation fee is charged to the passenger. You receive 88% of this fee ($2.64) for your time and fuel. If you cancel a trip yourself (outside the no-show scenario above), no cancellation fee is charged to the passenger and you forfeit any potential earnings for that request.

Payout schedule

Earned amounts are processed according to the payout schedule you select in the Driver Payout section:

• Daily (default): transferred every weekday by 5 PM ET
• Weekly: transferred every Monday for the prior week
• Instant: transferred to an eligible debit card within 30 minutes (1.5% fee, minimum $0.50)

Actual transfer timing depends on your bank's processing time. Shift is not responsible for delays caused by your financial institution.

4. Driver Requirements & Obligations

Eligibility requirements

To drive on the Shift platform you must at all times:

• Be at least 21 years old
• Hold a valid driver's license for the state in which you operate
• Pass and maintain a satisfactory background check
• Carry auto insurance meeting minimum state requirements and Shift's insurance standards
• Operate a vehicle meeting Shift's vehicle standards (year, condition, capacity)
• Complete all required document submissions and maintain their validity
• Not be disqualified from operating a motor vehicle under applicable law

Insurance obligations

You are required to maintain personal auto insurance meeting or exceeding the minimum coverage required by law in your state of operation at all times, regardless of whether you are actively using the Shift platform.

Shift maintains a commercial auto insurance policy that provides coverage during active ride periods (from trip acceptance to ride completion) as required by North Carolina TNC law. This policy does not replace your personal auto insurance.

Conduct standards

While providing transportation services through Shift, you agree to:

• Obey all traffic laws and posted speed limits
• Maintain a safe, clean, and smoke-free vehicle
• Treat all passengers with professionalism and respect
• Not discriminate against passengers based on any protected characteristic
• Not use handheld devices while driving
• Not drive while impaired by alcohol, drugs, or any substance
• Not carry firearms or other weapons in the vehicle during active rides
• Wear appropriate attire — no sleeveless shirts, flip-flops, or offensive clothing

Rating and performance standards

Shift monitors driver ratings on a 30-day rolling average. Ratings consistently below the thresholds below may result in graduated consequences:

• Below 4.6 ★ — warning and performance tips
• Below 4.4 ★ — temporary access restrictions
• Below 4.2 ★ — mandatory quality review
• Below 4.0 ★ — platform access suspended

You have the right to review your rating breakdown and dispute any fraudulent or retaliatory ratings by contacting driver support.

5. Termination

Your right to terminate

You may terminate this Agreement and deactivate your driver account at any time by contacting Shift support or through the in-app account settings. Termination does not affect your right to receive any unpaid earnings for completed rides prior to termination.

Shift's right to terminate

Shift may suspend or terminate your driver access immediately for:

• Violation of this Agreement or the Terms of Service
• A failed or flagged background check update
• Receipt of a serious safety complaint
• Fraudulent manipulation of fares, ratings, or promotions
• Any conduct that poses a safety risk to passengers, the public, or Shift

For non-safety violations, Shift will provide notice and a reasonable opportunity to respond before permanent deactivation.

Effect of termination

Upon termination: (a) your access to the driver app is revoked; (b) any pending payouts for completed rides will be processed on the next regular payout date; (c) your profile and rating data are retained as described in the Privacy Policy; (d) your obligation to keep your information accurate and your obligations under Sections 6 and 7 survive termination.

6. Liability & Indemnification

Your liability for rides

You are solely responsible for all actions taken while providing transportation services, including any property damage, personal injury, or other losses arising from your negligence or willful misconduct. Shift's commercial insurance provides coverage as required by NC TNC law, but does not insulate you from liability for conduct outside its scope.

Indemnification

You agree to indemnify, defend, and hold harmless Shift, LLC and its officers, directors, employees, agents, and successors from any claims, damages, costs, and attorney's fees arising out of:

• Your provision of transportation services
• Your violation of this Agreement or the Terms of Service
• Your violation of any applicable law or regulation
• Your infringement of any third party's rights
• Any accident, injury, or property damage involving your vehicle

Limitation on Shift's liability

Shift's total liability to you arising from or related to this Agreement shall not exceed the total platform fees paid by you to Shift in the 3 months preceding the claim. Shift is not liable for loss of earnings, vehicle damage, or any indirect or consequential damages.

7. Disputes & Governing Law

Governing law

This Agreement is governed by the laws of the State of North Carolina, without regard to its conflict of law provisions. Any legal action not subject to arbitration shall be brought in the state or federal courts of Mecklenburg County, North Carolina.

Arbitration

Any dispute arising from this Agreement or your relationship with Shift shall be resolved by binding individual arbitration under AAA Consumer Arbitration Rules, consistent with the arbitration provision in the Shift Terms of Service. You waive any right to bring claims as a class or collective action.

8. General Provisions

Entire agreement

This Agreement, together with the Shift Terms of Service and Privacy Policy (both incorporated by reference), constitutes the entire agreement between you and Shift regarding your role as a driver-partner and supersedes all prior understandings.

Amendments

Shift may amend this Agreement by providing 30 days' advance notice via in-app notification or email. Continued use of the platform after the effective date of any amendment constitutes your acceptance of the updated terms. You will be required to re-acknowledge material changes before continuing to drive.

Severability

If any provision of this Agreement is found invalid or unenforceable, the remaining provisions remain in full force and effect.

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