Vendor Partnership Agreement

This Vendor Partnership Agreement (“Agreement”) is entered into between:

Shine-N-Drive, a two-sided marketplace operating in the United Kingdom (“Shine-N-Drive”), and the undersigned Car Wash Operator (“Vendor”), collectively referred to as “the Parties”.

This Agreement governs the Vendor’s participation in Shine-N-Drive’s integrated car ecosystem, through which customers may access a range of vehicle-related services at discounted or bundled rates.

Agreement

This Vendor Partnership Agreement, including all schedules, amendments, and policies referenced herein.

Car Ecosystem

Shine-N-Drive’s integrated network of services enabling customers to complete all car-related works at discounted or bundled rates.

Car Wash Operator / Vendor

An independent contractor engaged solely to provide car wash services under this Agreement. Vendors are not employees, workers, or agents of Shine-N-Drive.

Employee

Any full-time, part-time, temporary staff, helpers or volunteers used by the Vendor in provision of its services.

Provider

A third-party business offering other services connected to the car ecosystem.

Customer(s)

Any individual or entity purchasing or redeeming services through Shine-N-Drive’s platform, membership, or ecosystem.

GDPR

The General Data Protection Regulation.

Launch Date

The date on which Shine-N-Drive publicly launches its membership services to paying customers, as determined solely by Shine-N-Drive, being 09/05/2026.

Included Car Wash

The standard car wash service included within Shine-N-Drive’s membership or bundled pricing model.

Upgraded Services

Any service selected by the Customer that exceeds the Included Car Wash.

Internal Membership Pricing Model

The pricing structure set and controlled solely by Shine-N-Drive, subject to change at its discretion.

Retail Board Price

The Vendor’s publicly displayed walk-in pricing.

Service Fee

The fixed fee payable by Shine-N-Drive to the Vendor for each completed Included Car Wash.

Valid Invoice

An invoice submitted in accordance with Shine-N-Drive’s required format and verification process.

Valid Identification

Government-issued ID and proof of business ownership as reasonably required.

Vendor

An independent contractor providing car wash services. The Vendor is not an employee, agent, or partner of Shine-N-Drive.

The Vendor is an independent contractor, not an employee, worker, partner, or agent of Shine-N-Drive. Nothing in this Agreement creates any employment relationship, joint venture, or agency relationship. The Vendor has no authority to bind Shine-N-Drive.

Before onboarding of the Vendor by Shine-N-Drive, Vendors must provide:

• Business verification documents
• Relevant insurance documents
• Business bank account details
• Relevant ID

Shine-N-Drive reserves the right to:

• Verify all documentation.
• Reject or suspend onboarding for failure to comply with documentation requests.
• Reject or suspend onboarding where documentation cannot be verified.

The Vendor shall provide car wash services to Customers in accordance with Shine-N-Drive standards. The Vendor acknowledges that Shine-N-Drive operates a car ecosystem offering multiple vehicle-related services. The Vendor agrees to honour all Included Car Washes and may offer Upgraded Services subject to the revenue-share model.

Vendors must honour all valid bookings arranged by Shine-N-Drive and can set their own availability, including days and times, to be managed via Shine-N-Drive’s platform.

Shine-N-Drive does not guarantee any volume of Customers.

The Vendor agrees to grant Shine-N-Drive a 12-month exclusivity period.

During that period, the Vendor must not:

• Partner with similar membership-based car wash platforms.
• Replace a similar model unilaterally using the structure of Shine-N-Drive.

The Vendor shall be paid a fixed fee per Included Car Wash. This fee is not linked to the Vendor’s retail board price or Shine-N-Drive’s internal membership pricing model.

Shine-N-Drive reserves the right to amend Service Fees with reasonable notice of three months.

Invoices must be submitted within seven days of service. The target payout window is 24–48 hours from receipt of a valid invoice. The maximum payment window is seven days.

Shine-N-Drive may withhold payments during disputes relating to payment, services, or non-compliance.

Before providing services, the Vendor must provide:

• Public Liability Insurance with a minimum cover of £1,000,000.
• Employer’s Liability Insurance with a minimum cover of £5,000,000.
• Proof of legal business operation in the United Kingdom.
• Valid identification.

Shine-N-Drive has the right to suspend Vendors or terminate a Vendor’s services due to non-compliance with these requirements. Shine-N-Drive may request documentation at any time during the duration of the Agreement.

The Vendor shall provide services with reasonable skill, care, and professionalism. The Vendor must maintain safe premises and cooperate with Shine-N-Drive regarding customer issues.

The Vendor must maintain service quality and represent the Shine-N-Drive brand appropriately. Shine-N-Drive has the right to suspend Vendors or terminate a Vendor’s services due to poor performance of the Vendor’s services.

Shine-N-Drive will handle all customer complaints and refunds. The Vendor agrees to cooperate fully and provide any requested evidence in a timely manner.

Where the Vendor is deemed to be at fault, Shine-N-Drive shall have the right to recover associated costs, including by deducting such amounts from future payments, setting them off against any sums owed to the Vendor, or issuing an invoice directly to the Vendor.

Shine-N-Drive’s decision in relation to customer complaints and refunds shall be final and binding.

Either Party may terminate this Agreement with three months’ written notice.

Shine-N-Drive may terminate immediately for misconduct, fraud, insurance breaches, poor service, breach of the Agreement or reputational harm.

Both Parties shall comply with UK data protection laws.

The Vendor shall not:

• Misuse Customer data.
• Retain Customer data for its own independent use.
• Market Customer data to third parties outside Shine-N-Drive’s platform.

Each Party shall comply with the UK GDPR and the Data Protection Act 2018 in relation to any personal data processed under this Agreement.

To the extent that the Vendor processes personal data on behalf of Shine-N-Drive, the Vendor shall act only on Shine-N-Drive’s documented instructions, implement appropriate technical and organisational measures to protect the data, and ensure that any personnel with access to the data are bound by confidentiality obligations.

Shine-N-Drive warrants that it has all necessary rights and lawful bases to provide the personal data to the Vendor for the purposes of this Agreement.

Shine-N-Drive is not liable for the Vendor’s acts, omissions, or insurance failure.

Shine-N-Drive shall not be liable to the Vendor for any loss, damage, cost or claim arising from the acts, omissions or behaviour of any customer referred by Shine-N-Drive to the Vendor.

The Vendor remains solely responsible for any indirect, special or consequential losses, including loss of profit, loss of business or reputational harm.

Nothing in this clause limits liability for death or personal injury caused by the Vendor’s negligence, fraud or any other liability that cannot lawfully be excluded.

This Agreement is governed by the laws of England and Wales.

This Agreement supersedes all prior agreements.