(1) Uniperksy ("Uniperksy") — operated as a sole trader.

(2) The Operator — a licensed private hire operator that will fulfil rides booked via the Platform.

Plain English: This contract sets out how Uniperksy and the Operator will work together.

1.1 Uniperksy operates a student-only ride-booking platform ("the Platform") serving verified university students in Reading and surrounding areas.

1.2 The Operator is a licensed private hire operator that will fulfil ride requests generated by the Platform using its licensed drivers and vehicles.

1.3 This Agreement sets out the commercial and operational terms under which the parties will work together.

Plain English: Uniperksy sends ride requests, the Operator dispatches licensed drivers to fulfil them.

2.1 Uniperksy will send ride requests to the Operator via the Platform.

2.2 The Operator will dispatch licensed, insured drivers and vehicles to fulfil these rides in a timely and professional manner.

2.3 The Operator retains all private hire operator responsibilities under the Local Government (Miscellaneous Provisions) Act 1976 and the licensing conditions of Reading Borough Council.

Plain English: Uniperksy sets the student price. The Operator earns a fixed fee per ride (set in Schedule A). Paid weekly by bank transfer.

3.1 Uniperksy sets all retail prices charged to students. The Operator shall not charge students directly, add surcharges, apply surge multipliers, add waiting-time fees, or charge any additional amounts beyond the published Uniperksy price, save as permitted under clause 4.

3.2 The Operator will receive a fixed fee per completed ride, as set out in Schedule A (Route Rates), which is a separate document forming part of this Agreement.

3.3 Payment will be made by Uniperksy weekly by bank transfer, every Monday, covering the previous Monday to Sunday period.

3.4 Route rates in Schedule A are reviewed quarterly by mutual written agreement. Neither party may unilaterally change rates.

3.5 A ride is "completed" when the passenger is delivered to the destination and the driver marks the ride complete in the app.

Plain English: No cancel-and-rebook tricks. If the student cancels after dispatch, the Operator is paid for driver time.

4.1 The Operator shall not cancel and rebook rides for the purpose of changing the price charged to the student.

4.2 If a student cancels after a driver has been dispatched, the Operator receives a cancellation fee of £4.

4.3 If a driver cancels after accepting a ride, no fee is payable to the Operator.

4.4 Legitimate route changes requested by the passenger mid-ride (e.g. an additional stop) must be logged in the app. Any additional fee charged to the passenger will be £2 per stop, apportioned as per Schedule A.

Plain English: Drivers and vehicles must be properly licensed, insured, and behave professionally.

5.1 All drivers used to fulfil Platform rides must hold current private hire driver licences issued by Reading Borough Council or an equivalent licensing authority.

5.2 All vehicles used must hold current private hire vehicle licences and valid insurance covering hire and reward.

5.3 The Operator will provide Uniperksy with up-to-date driver and vehicle licence details on request, and notify Uniperksy promptly of any licence loss or suspension.

5.4 The Operator shall not share student personal data with any third party, save as required by law.

5.5 The Operator will ensure all drivers are informed they are carrying Uniperksy student passengers and will conduct themselves professionally at all times. Drivers shall not make advances toward passengers, exchange personal contact details, or otherwise act inappropriately.

5.6 The Operator will provide reasonable service levels, aiming to assign a driver to each ride request within 5 minutes during standard operating hours.

Plain English: Uniperksy's own commitments — keep the Platform running, verify students, pay on time, give notice of big marketing pushes.

6.1 Uniperksy will provide and maintain the Platform, including handling payments, customer support, and marketing to students.

6.2 Uniperksy will verify all users as genuine university students via a valid academic (.ac.uk) email address before allowing them to book rides.

6.3 Uniperksy will pay the Operator weekly in accordance with clause 3.

6.4 Uniperksy will provide the Operator with reasonable advance notice of marketing campaigns likely to significantly increase demand.

Plain English: The Operator gets dashboard access only to manage rides — not to tinker with prices or student data.

7.1 The Operator is granted access to the Uniperksy Operator Panel solely for the purpose of managing ride fulfilment.

7.2 The Operator shall not attempt to modify pricing, alter fare calculations, or access student personal data beyond what is necessary to fulfil a ride.

7.3 Any unauthorised modification attempts or misuse of the Platform are grounds for immediate termination of this Agreement.

Plain English: Each side is responsible for its own breaches, capped at 12 months of fees. Operator carries £5m public liability insurance.

8.1 The Operator warrants that all rides are covered by appropriate hire-and-reward insurance, and will provide evidence of such insurance on request.

8.2 The Operator is responsible for the conduct of its drivers and the condition of its vehicles during rides.

8.3 Uniperksy is responsible for the operation of the Platform and the accuracy of booking information transmitted to the Operator.

8.4 Each party indemnifies the other against direct losses caused by its own breach of this Agreement, subject to a cap equal to fees paid or payable under this Agreement in the preceding twelve (12) months.

8.5 The Operator will maintain public liability insurance of no less than £5,000,000.

Plain English: Within 15 miles of Reading, the Operator won't work with rival student ride platforms. Outside that, they're free to accept any work.

9.1 During the term of this Agreement, the Operator agrees not to work with any other student-focused ride-booking platform operating within a 15-mile radius of Reading town centre.

9.2 Uniperksy is not obligated to use the Operator exclusively and may engage additional operators.

9.3 Nothing prevents the Operator from accepting private hire bookings from non-Platform sources (walk-ins, phone bookings, airport transfers, corporate accounts, or any non-student-focused platform).

Plain English: 12 months to start, then rolls monthly. Either side can walk away with 30 days' notice.

10.1 Initial term 12 months, then rolling monthly.

10.2 Either party may terminate for any reason with 30 days' written notice.

10.3 Immediate termination for: material breach not remedied within 14 days; insolvency; operator licence revocation; fraud or conduct seriously damaging the other party's reputation.

10.4 On termination: outstanding payments settled within 14 days; confidential information returned or destroyed; Uniperksy branding ceased within 7 days.

10.5 Data protection, confidentiality, liability, and governing law clauses survive termination.

Plain English: Both sides follow UK GDPR. Student data only used to fulfil rides. Data breaches reported within 24 hours.

11.1 Both parties comply with UK GDPR, the Data Protection Act 2018, and all applicable data protection law.

11.2 Uniperksy is the Data Controller for student personal data. The Operator acts as Data Processor when receiving student data to fulfil Rides.

11.3 Student data processed only to fulfil Rides; not retained beyond what is needed to complete the Ride and meet legal record-keeping obligations.

11.4 Each party implements appropriate technical and organisational measures.

11.5 Each party notifies the other within 24 hours of any personal data breach affecting the other's data.

Plain English: Don't share the other side's confidential info. Survives 2 years after the contract ends.

12.1 Each party keeps confidential all non-public information it receives, including Agreement terms and Schedule A.

12.2 May be disclosed only to: professional advisers under confidence; where required by law; or with written consent.

12.3 Obligations survive 2 years after termination.

Plain English: No one is in breach if something genuinely beyond their control stops them performing.

13.1 Neither party liable for failure caused by events beyond reasonable control (natural disasters, government action, power/internet outages, pandemic, industrial action).

13.2 Notify the other within 48 hours; take reasonable mitigation.

13.3 If Force Majeure continues more than 60 days, either party may terminate.

14.1 Formal notices shall be in writing to the contact email address or registered address in the Parties section.

14.2 Notices by email deemed received next working day; by recorded-delivery post, two working days after posting.

15.1 Entire Agreement — complete agreement, supersedes prior understandings.

15.2 Variation — must be in writing, signed by both parties.

15.3 No Waiver.

15.4 Severability — unenforceable clauses don't void the rest.

15.5 No Third-Party Rights (Contracts (Rights of Third Parties) Act 1999).

15.6 Independent Contractors — no employment, agency, partnership, or joint venture.

16.1 Governed by the laws of England and Wales.

16.2 Good-faith discussion first; failing resolution within 30 days, courts of England and Wales have exclusive jurisdiction.