Walmart Spark Driver Mobile App Terms of Use
Last Updated: March 20, 2024
These Terms of Use (the “Terms of Use”) are your contract with Walmart governing your access to and use of the Walmart Spark Driver Mobile App (“Spark App”), including the service level standards required of you in connection with your access to the Spark App. By accessing or using the Spark App, you affirm that you are of legal age to enter into these Terms of Use. If you violate or do not agree to these Terms of Use, then your access to and use of the Spark App is unauthorized, and your Spark App account may be deactivated.
UPDATES: We may update these Terms of Use from time to time by notifying you of such changes by any reasonable means, including by posting a revised Terms of Use available through the Spark App. Any such changes will not apply to any dispute between you and us arising prior to the date on which we posted the revised Terms of Use incorporating such changes or otherwise notify you of such changes. By continuing to use or access any of the Spark App after authorized changes, you accept the updated Terms of Use. The “Last Updated” legend above indicates when these Terms of Use were last changed.
1. Definitions
“Applicable Law” means all laws, rules, regulations, orders, codes and ordinances applicable to all aspects of the Delivery Services, Permissive Services, and use of Spark App.
“Content” means any content you provide on or through the Spark App.
“Data” or “Walmart Data” means all data available to you related to the access and use of the Spark App, including all Product data, information about a receiving party, and all data related to the provision of Services via the Spark App.
“Delivery Service(s)” means your provision of delivery services for Receiving Parties as an independent contractor transporting the Products via the Spark App.
“Device” means a mobile device owned or controlled by you on which the Spark App has been installed solely for the purpose of providing Delivery or Permissive Services. To the extent such Device is owned by you, the Device shall meet the then current Company specifications for mobile devices, Details on current Company specifications can be found at: https://drive4spark.walmart.com/spark-driver-faq#what-kind-of-phone-do-i-need-to-access-the-spark-driver-app
“Product” means all items that are delivered by you while utilizing the Spark App.
“Permissive Service(s)” means any service, offered by non-Walmart providers through the Spark App, at Walmart’s discretion, for your permissive use.
“Receiving Party” means a customer or other party receiving a Service.
“Receiving Party Information” means information about a Receiving Party made available to you in connection with the Services, which may include a Receiving Party’s name, location, contact information, and any other related information.
"Return Service” means your provision of service in which you pickup one or more items from a customer and return to the designated returns location.
“Service(s)” means, collectively or individually, Delivery Services, Permissive Services, Shopping Services, Return Service, or any other services you provide through the use of the Spark App.
“Service Level Standard” means any specific instructions, performance expectations, or standard of service communicated to you through these Terms of Use and other forms of communication associated with your provision of Services.
“Service Offer(s)” means a Service business opportunity offered to you through the Spark App.
“Shopping Services” means your provision of shopping services for Receiving Parties as an independent contractor via the Spark App.
“Spark App” means the mobile application provided by Walmart for the purpose of offering Delivery Services or Permissive Services.
“Territory” means the city, metro areas, or market in your country in which you are enabled by the Spark App to provide Services.
“U.S.” means the 50 states collectively comprising the entity commonly known as the United States of America.
“Vehicle” means the street-legal and motorized Vehicle (not including a motorized scooter, bicycle, or skateboard or any other means of transportation that are not registered vehicles) controlled or owned by you, which is used for the purpose of providing Services.
“Walmart” means Walmart Inc., a Delaware corporation having its primary place of business 702 SW 8th Street, Bentonville, AR 72716, and any subsidiaries of Walmart Inc. (including any subsidiaries that Walmart Inc. may form or acquire in the future). We also refer to Walmart as “we,” “us” and “our.” But when we say, “Walmart Entities,” we mean Walmart and its affiliates; its and their suppliers, vendors, contractors (other than independent contractors on the Spark Driver App), and licensors; and its and their directors, officers, employees, and agents. Walmart can be contacted by mail at the address above as well as by phone at 855-743-0457 or by email at sparksupport@custhelp.com.
“You” or “your” means you, the person accepting these Terms of Use and agreeing to be bound by them, with the primary address you have provided in association with your Spark App account.
WARRANTY DISCLAIMERS AND LIABILITY LIMITATIONS: While there are important points throughout these Terms of Use, please note the warranty disclaimers and limitations on Walmart’s liability explained in Sections 7, 8 and 9, respectively.
WALMART DOES NOT PROVIDE DELIVERY SERVICES OR PERMISSIVE SERVICES. INDEPENDENT CONTRACTORS OFFER SERVICES THROUGH USE OF THE SPARK APP. WALMART OFFERS INFORMATION AND A METHOD FOR INDEPENDENT CONTRACTORS TO IDENTIFY BUSINESS OPPORTUNITIES THROUGH THE SPARK APP, BUT DOES NOT AND DOES NOT INTEND TO PROVIDE SERVICES AND HAS NO RESPONSIBILITY OR LIABILITY FOR ANY INDEPENDENT CONTRACTOR THAT USES THE SPARK APP.
2. Use of the Spark App
A. Provision of Services. You may only use this Spark App in connection with Services offered in Walmart’s sole discretion through the Spark App. You will not use or access the Spark App for any other unauthorized purpose. You acknowledge that there may be other terms governing your provision of Services that are in addition to these Terms of Use. You are not authorized to subcontract Services to others; as the vetted Spark App account holder, you are the only person authorized to provide Services through your Spark App account, whether the Service includes driving, shopping, customer interaction, or other tasks. These Terms of Use are for your use of the Spark App in the U.S.; you will not engage with the Spark App outside of the U.S. for the purposes of completing identity verification, turning on the ability to receive Service Offers, or attempting to accept and/or complete Service Offers.
B. Description/Itemization of Services: Service Offers may include picking up orders at specified pickup locations and dropping off at specified Receiving Party locations and/or shopping inside Walmart stores for customer orders and delivering those orders to Receiving Parties. Some Service Offers may include more than one drop-off, pickup, or shopping order. You may see a description/itemization of services in the Spark App prior to accepting a Service Offer. The number of Service Offers you accept to perform is your choice; no minimum number is required. You may decide what days and times to perform Service Offers subject to On Time Arrival and On Time Delivery, pickup location hours, and any laws regarding hours of providing Services. You will not accept Service Offers you do not intend to complete. Repeated acceptance and cancelling of Service Offers may result in termination of this agreement.
C. Location of Services: Service Offers will display the pickup and drop-off location for Services. You may review the location for Services before accepting Service Offers.
D. Service Level Standards: You are responsible for using your own business judgment and controlling how you complete Service Offers. You agree to perform the Services in a professional, safe, and workmanlike manner, in compliance with standard industry practices, and following specific Service Level Standards applicable to each Service. An individual Service Offer posted on the Spark App or type of Service Offer posted on the Spark App may contain specific instructions or reference specific instructions housed elsewhere, each of which become a Service Level Standard under these Terms of Use when you accept the Delivery Service or Permissive Service Offer. You can learn more about Service Level Standards and the My Metrics program, which helps you track key metrics, by visiting the Resources section of drive4spark.walmart.com. Walmart may terminate this contract and suspend or revoke your ability to utilize the Spark App if you fail to meet Service Level Standards. You agree to meet the Service Level Standards, including the following:
i. On-Time Arrival at Pickup. You agree to arrive at the pickup location the later of either a) within 25 minutes after the time a Delivery Service offer you accepted is designated to you or b) between 15 minutes prior to the pickup time and the actual pickup time displayed on the Delivery Service offer. When there are multiple pickup or drop-off points in a Delivery Offer, On-Time Arrival at Pickup applies to the first pickup point. On-Time Arrival at Pickup is part of My Metrics. The ratio of your On-Time Arrivals at Pickup will be available to you in the My Metrics tab of the Spark App and information on minimum percentages will be available to you at: https://drive4spark.walmart.com/My Metrics.
ii. Reliability. You agree to perform the Service Offers you select. There is no minimum number of offers you are required to accept, but you must complete a Delivery Service once accepted. Multiple instances of accepting Delivery Service offers without completing them may result in deactivation from the Spark App. Information regarding the amount of offers you accept will be available to you in the My Metrics tab of the Spark App; further information on the amount of offers you accept will be available to you at: https://drive4spark.walmart.com/My Metrics.
iii. Customer Service. You agree to conduct your interactions with Receiving Parties and other individuals you engage with during the course of providing Services or otherwise participating in the Spark App program in a professional manner, performing Services with a reasonable standard of care, to maintain customer satisfaction with your provision of Services, and that you may receive customer ratings based on those interactions. You agree you will not make rude comments or use profanity, ask for tips, request Receiving Party contact information, advertise a business or service unrelated to the Delivery Service or Permissive Service you are providing, make unsolicited political or religious comments or complain about Spark or the Receiving Party’s order. Customer Service is part of MyMetrics under the Customer Rating section. Your Customer Rating will be available to you in the MyMetrics tab of the Spark App and information on minimum percentages will be available to you at: https://drive4spark.walmart.com/My Metrics.
iv. Vehicle Standards. Vehicles used to provide Services must be clean, smoke free, have capacity to hold the selected Delivery Offer orders, and have the capacity to keep Delivery Offer orders contained, separate from each other, and free from contamination by pets, pet hair, smoke, or other contaminants. Walmart may refuse to provide orders to you if Vehicles do not meet these standards.
v. Delivery Hand-Off. Some Delivery Services require that you hand the order off to the Receiving Party at their doorstep, unless it is a no-contact delivery. If the Receiving Party does not answer the door, you agree to attempt to contact the Receiving Party through the Spark App before returning the order to the pick-up location. If performing any Delivery Service Offer requiring an unattended delivery (e.g., to be left at doorstep), you agree to ring the Receiving Party’s doorbell or knock on the door to notify the Receiving Party the delivery has arrived (unless otherwise instructed by the Receiving Party). Whether providing a Delivery Service or a Return Service, you agree not to enter the customer’s home or non-public areas of a business. The previous sentence does not apply to common or public areas including businesses lobbies or reception areas.
vi. Customer Delivery Instructions, Notes and Preferences. You agree to follow the Receiving Party’s delivery instructions, notes, or preferences as indicated in the Spark App as long as their notes are reasonable, safe, and do not conflict with Applicable Laws, Service Level Standards, or these Terms of Use.
vii. On Time Delivery. Delivery Services must be completed, to the address associated with the particular Delivery Service Offer, within the delivery timeframe noted in the Delivery Service Offer.
viii. Delivery Completion. You agree to complete a Delivery Service once selected unless the Delivery Service is cancelled prior to your arrival at pickup. Delivery Completion rate is the percentage of trips successfully delivered or returned after making a good faith attempt to deliver to the customer’s location. If you select a Delivery Service Offer and then fail to travel to the store for pickup, then your Delivery Service Offer may be revoked and offered to others. Delivery Completion is part of My Metrics. Your Delivery Completion ratio will be available to you in the My Metrics tab of the Spark App and information on minimum percentages will be available to you at: https://drive4spark.walmart.com/My Metrics.
ix. Passengers. You agree you will not accept a rideshare passenger while Services are being performed. You agree that during the performance of Services, you will not have as passengers a young child or children who should not be left unattended in the Vehicle. Passengers are prohibited from assisting with the Services. You are responsible for ensuring that any passengers you choose to bring with you do not disrupt your performance of the Services. Walmart may deactivate your Spark App account if your passengers create disruptions or engage in illegal activity while you are using the Spark App or performing Services.
x. Your Use of the Spark App: Your use of the Spark App is limited to you and only you. You agree to:
xi. Identification Verification. You agree to show your unexpired, valid, driver’s license issued by a state in the U.S., showing your name and your photo upon request by a Walmart associate or other retail associate, to verify your identity; paper licenses, pictures and/or digital copies, or photos of your license or other documents may be insufficient to meet this Service Level standard.
xii. You agree to show an unexpired, U.S. government issued, valid identification card with your name and your photo upon request by a Walmart associate or other retail associate to verify your identity; paper copies, digital copies, or photos of your license or other U.S. government issued identification cards are insufficient to meet this Service Level standard.
xiii. Business Disruption. You agree you will not engage in any activity that results in a disruption to Walmart’s operations or the operations of other businesses associated with the Services.
xiv. Shopping Services. You agree to follow the in-app guidelines for Shopping & Delivery Services, including steps necessary to pass check out audits. You agree not to falsely mark items as unavailable when the items were actually in stock and available while completing a shopping service. More information on Shopping & Delivery Service standards can be found at drive4spark.walmart.com.
E. Compliance. You agree to utilize the Spark App in compliance with all Applicable Law and standard industry standards, and will reasonably cooperate with investigations relating to your failure to comply with these standards, without limitations:
i. Safeguarding Orders. You agree to safeguard orders at all times from damage, contamination, smoke, excessive heat, cold, or tampering.
ii. Regulated Merchandise Delivery. You agree to follow all Applicable Laws relating to the delivery of alcohol, prescriptions, and other regulated items, including confirming that the recipient is of proper age by checking recipient IDs and refusing to hand off a delivery containing alcohol to an intoxicated Receiving Party.
iii. Safeguarding Privacy and Reporting Violations. You agree you will not engage in any activity that would constitute an invasion of the Receiving Party’s or other third party’s privacy. You acknowledge that orders may contain highly sensitive customer information, including protected health information, that is protected by federal and state law. You acknowledge that loss or misuse of such information, while in your possession, may constitute a criminal act. You will agree that you will not open, alter, appropriate, access, or enable others to access any customer information within any Order. You agree that you will notify Spark Driver Support immediately of any incident that may reasonably cause the loss of, or unauthorized access to, any customer information that is within your possession. You acknowledge that loss or misuse of customer information, especially information related to protected health information, may result in harm to others. You expressly agree that you will not transcribe, record, or otherwise attempt to use any customer information received as part of an order except for the express limited purpose of completing Services on behalf of Receiving Parties.
iv. Criminal Acts. You agree you will not engage in any activity resulting in a criminal act in connection with the provision of Services through the Spark App, and understand your Spark App account may be suspended for investigation on suspicion of such activity, including, but not limited to:
v. Discrimination, Harassment, and Retaliation. You agree you will not engage in any activity constituting discrimination or harassment in connection with the provision of Services through the Spark App or other activities related to your use of the Spark App, including, but not limited to, contacting Receiving Parties for any purpose outside of the provision of Services through the Spark App or using profanity or threatening language with individuals you engage with in activities related to your use of the Spark App. You further agree to follow Spark App policies applicable to you regarding discrimination and harassment prevention. If you experience discrimination or harassment in the course of providing Services in connection with the Spark App, you can report your experience to www.WalmartEthics.com or by calling the Spark Driver Support hotline at 855-743-0457. Retaliation for reporting concerns is prohibited and may be reported through the same ethics and hotline methods previously identified.
vi. Local Ordinances. You agree to maintain compliance with local ordinances impacting the provision of Services, including local health orders.
vii. Posted Terms. You agree to comply with posted terms of any business establishment you enter in the course of providing Services with the Spark App.
viii. Firearms. You agree that you will not unlawfully carry a firearm and will not make visible to others any lawfully carried firearms while performing Services with the Spark App.
ix. Insurance, Accidents, and Claims. You agree to maintain at least the minimum coverage of automobile liability insurance required by state law in the state(s) in which you provide Services, for any Vehicle you utilize to perform the Services, and any other insurance coverages appropriate for the Services you provide. You must submit proof of such current insurance to Walmart and must submit any updated proof of insurance information as it is updated or modified. You agree to promptly notify your insurance carrier of any claims against you relating to your provision of the Services, and to notify Walmart of any vehicle accidents or moving violations that occur while performing Services under these Terms of Use. You agree to cooperate with Walmart in pursuing any coverage available under your insurance and to provide Walmart with information concerning the status of any claim upon Walmart’s request. You acknowledge and agree that Walmart may share your insurance information with a third party for the purpose of filing a claim if you fail to do so. Walmart will make available to you occupational accident insurance through an appropriate insurance provider. To report an incident or for instructions on filing a claim for occupational accident insurance, you may call the Spark Driver Support hotline at 855-743-0457.
x. Hazardous Materials. You agree to follow Applicable Law in the handling and clean-up of any spills involving hazardous materials.
xi. Debarment. You agree and attest that you are not excluded or debarred from providing Services under any federal, state, or any other governmental programs. You agree to provide notice to us if you are ever in violation of this clause or otherwise learn that you are unable to provide Services for any reason, including but not limited to actions by the government.
xii. Maintaining Eligibility. Walmart may suspend or deactivate your Spark App account if you fail to maintain your eligibility to provide Services using the Spark App. Eligibility requires you to:
Background screening may be conducted, including motor vehicle records and criminal background checks; reviews will be conducted in accordance with applicable laws.
You are further required to keep up-to-date documentation on file with Walmart, such as, but not limited to, a copy of your valid driver’s license issued by a state in the U.S, proof of insurance, Vehicle information, and correct active account information for receipt of earnings. If at any time you fail to meet maintaining eligibility requirements, or your criminal history or motor vehicle or moving violation record changes, rendering you ineligible to use the Spark App, Walmart may temporarily suspend or deactivate your Spark App account. Additionally, Walmart may periodically deploy a facial recognition tool, in accordance with the Spark App privacy statement and Applicable Law, for purposes of validating your identity in relation to the photo on your driver’s license issued by a state in the U.S to ensure your account is being used by the vetted and eligible individual. Failure to pass periodic identity verification may result in Spark App account suspension or deactivation.
If Walmart becomes aware of any illegal or unprofessional activity by you in your activities providing Delivery Services of Walmart orders on other platforms Walmart engages for Delivery Services, Walmart may determine you are ineligible to provide Services through the Spark App and suspend or revoke your Spark App account.
F. Your Relationship with Receiving Parties. You acknowledge and agree that you are responsible for taking such precautions as may be reasonable and proper in connection with your interaction with Receiving Parties that arise from your provision of Delivery Services, Permissive Services, or use of the Spark App. Walmart is not responsible or liable for the actions or inactions of a Receiving Party in relation to you while conducting Delivery Services or Permissive Services.
G. Devices and Supplies. You are responsible for the acquisition, cost, and maintenance of your Devices as well as any necessary wireless data plan or other supplies. With respect to the Spark App, Walmart shall make available the Spark App for installation on the Device. You agree that: (i) use of the Spark App on your Device requires an active data plan with a wireless carrier associated with your Device, which data plan will be provided by you at your own expense; and (ii) use of the Spark App on your Device as an interface may consume very large amounts of data through the data plan. WALMART ADVISES THAT YOUR DEVICE ONLY BE USED UNDER A DATA PLAN WITH UNLIMITED OR VERY HIGH DATA USAGE LIMITS, AND WALMART SHALL NOT BE RESPONSIBLE OR LIABLE FOR ANY FEES, COSTS, OR OVERAGE CHARGES ASSOCIATED WITH ANY DATA PLAN.
H. Location Based Services. You acknowledge and agree that your geo-location information must be provided to the Spark App via the Device in order to provide Delivery Services or Permissive Services. You acknowledge and agree that: (a) your geo-location information may be obtained by the Spark App while it is running; and (b) Walmart is not responsible for the accuracy of your geo-location information. In addition, Walmart may monitor, track and share with third parties your geo-location information obtained by the Spark App and the Device for operational, safety, security, and marketing based purposes related to the Spark App, Delivery Services, and Permissive Services.
I. Account Information; Prohibitions. You certify that any Content you provide on or through the Spark App is accurate and that the information you provide on or through the Spark App is complete. You are solely responsible for maintaining the confidentiality and security of your account including username and password. Walmart is not responsible for any losses arising out of the unauthorized use of your account. You agree that Walmart does not have any responsibility if your Device is lost or access to your Device is shared with others, and Walmart may deactivate your account if those events occur. Your account may be suspended, restricted or terminated for violating these Terms of Use or failure to meet any associated Service Level Standards. Except as otherwise provided by law, at any time without notice to you, we may (1) change, restrict access to, suspend, or discontinue the Spark App, and (2) charge, modify, or waive any fees required to use any services, functionality, or other content available through the Spark App.
In connection with the Spark App, you will not:
i. Make available any Content through or in connection with the Spark App that is or may be in violation of the content guidelines set forth in these Terms of Use.
ii. Make available through or in connection with the Spark App any virus, worm, Trojan horse, Easter egg, time bomb, spyware, or other computer code, file or program that is or is potentially harmful or invasive or intended to damage or hijack the operation of, or to monitor the use of, any hardware, software, or equipment. This includes but is not limited to the use of jail-broken or rooted mobile devices.
iii. Use the Spark App fraudulently or for any purpose that is fraudulent or otherwise tortious or unlawful, including sharing accounts, using another person’s account, activating multiple accounts, or entering false information into the Spark App, such as logging a check-in time before arriving at the pickup location, marking a Delivery Service order delivered before you have delivered it to the Receiving Party, requesting Spark Driver Support agents to mark Service Offers as delivered and/or returned without making a good faith effort at Delivery Completion, or positioning your Device in a location to project a particular geo-location when you are not available to receive Service Offers at the same location as your Device.
iv. Harvest or collect information about users of the Walmart Sites.
v. Interfere with or disrupt the operation of the Spark App or the systems, servers, or networks used to make the Spark App available, including by hacking or defacing any portion of the Spark App; or violate any requirement, procedure or policy of such servers or networks.
vi. Restrict or inhibit any other person from using the Spark App.
vii. Reproduce, modify, adapt, translate, create derivative works of, sell, rent, lease, loan, timeshare, distribute, or otherwise exploit any portion of (or any use of) the Spark App except as expressly authorized in these Terms of Use, without Walmart’s express prior written consent.
viii. Reverse engineer, decompile, or disassemble any portion of the Spark App, except where such restriction is expressly prohibited by Applicable Law.
ix. Remove any copyright, trademark, or other proprietary rights notice from the Spark App.
x. Frame or mirror any portion of the Spark App, or otherwise incorporate any portion of the Spark App into any product or service, unless you obtain Walmart’s express prior written consent to do so.
xi. Systematically download and store any Walmart Data.
xii. Use any robot, bot, spider, site search/retrieval application or other manual or automatic device to send, intercept, retrieve, index, “scrape,” “data mine” or otherwise gather any Walmart Data, or reproduce or circumvent the navigational structure or presentation of the Spark App, or to mask geolocation, or manipulate the intended functionality of the Spark App without Walmart’s express prior written consent.
xiii. Use a virtual private network (VPN) or otherwise intentionally or unintentionally impair or inhibit the Spark App’s ability to accurately determine your geolocation without Walmart’s express prior written consent.
xiv. Cause injury to any person or entity and/or harass or discriminate against any person or entity.
xv. Violate any law, rule, or regulation, or these Terms of Use.
xvi. You will not use the Spark App or Walmart’s name, logo, or brand to:
xvii. Attempt to do anything, or permit, encourage, assist, or allow any third party to do anything, prohibited in this Section, or attempt, permit, encourage, assist, or allow any other violation of these Terms of Use.
xviii. Submit misleading, false, and/or fraudulent information, including driver's licenses, health care cards or proof of health care coverage where applicable, or insurance cards.
J. Earnings and Value of Services. Service Offers will note the earnings amount offered in consideration for completion of Service Offers. Service Offers will show base earnings, and may also display any applicable incentives, and tips pre-authorized by customers. Earnings are based on a per Service Offer basis; earnings are not based on an hourly or salaried basis, except where required by law. Unless otherwise stated in the Service Offer or other communication relating to that Service Offer, all earnings remitted for Services completed, including tips, and any remittances associated with an incentive or referral program, will be transferred to your account with the earning provider you selected and were approved by the payment provider to use from the list of those authorized to facilitate earnings for the Spark App. Earnings remittances will be made in accordance with any Applicable Law in the area where you provide Services, such as California’s Protect App-Based Drivers and Services Act. Earnings will be remitted at least as frequently as weekly. More detail on earnings can be found at It is your responsibility to maintain an account in good standing with one of the authorized payment tool providers in order to maintain Spark App account eligibility and continue to generate and receive earnings on the Spark App. More detail on earnings can be found at drive4spark.walmart.com.
3. Proprietary Rights
A. License Grant. Subject to the terms and conditions of these Terms of Use, Walmart hereby grants you a non-exclusive, non-transferable, non-sublicensable, non-assignable license, during the term of these Terms of Use, to use the Spark App on Devices solely for the purpose of providing Services to Receiving Parties. All rights not expressly granted to you are reserved by Walmart and their respective licensors. The foregoing license grant shall immediately terminate, and you will delete and fully remove the Spark App from the Devices in the event that you cease to provide Services.
B. Ownership. The Spark App and all Walmart Data, including all intellectual property rights therein, are and shall remain the property of Walmart or their respective licensors. Neither these Terms of Use nor your use of the Spark App or Walmart Data conveys or grants to you any rights in or related to the Spark App or Walmart Data, except for the limited license granted above. Other than as specifically permitted by Walmart in connection with the Spark App, you are not permitted to use or reference in any manner Walmart’s or their respective licensors’ company names, logos, products and service names, trademarks, service marks, trade dress, copyrights or other indicia of ownership, alone and in combination with other letters, punctuation, words, symbols and/or designs (the “Walmart Marks and Names”) for any commercial purposes. You agree that you will not try to register or otherwise use and/or claim ownership in any of the Walmart Marks and Names, alone or in combination with other letters, punctuation, words, symbols and/or designs, or in any confusingly similar mark, name or title, for any goods and services.
C. Walmart’s Rights to Use Content and Idea. You grant to Walmart a royalty-free, perpetual, irrevocable, worldwide, unlimited, nonexclusive license to use, reproduce, create derivative works from, modify, publish, edit, translate, distribute, perform and display (publicly or otherwise) any Content that you make available, in any media or medium, and in any form, format, or forum now known or hereafter developed. You further agree that Walmart is free to use any ideas for any purpose. Walmart may sublicense its rights in Content and ideas through multiple tiers of sublicenses. Walmart is, and will be, under no obligation (1) to maintain any Content or idea in confidence; (2) to pay any compensation for any Content or idea; or (3) to respond to any Content or idea. You grant to Walmart the right to use any name associated with any Content or idea that you make available to Walmart, although Walmart has no obligation to exercise such right, or to otherwise provide any attribution for any Content or idea.
D. Prohibited Content. You agree that you will not make available Content in connection with the Spark App that:
i. is false, fraudulent, inaccurate, or misleading;
ii. contains your full name(s), or any other confidential personally identifiable information of yourself or others;
iii. violates any local, state, federal, or international laws or is otherwise tortious;
iv. is protected by or would infringe on the rights of others (including Walmart), including any patent, copyright, trademark, trade secret, right of publicity or privacy, or any other proprietary right, without the express prior written consent of the applicable owner;
v. is obscene, indecent, pornographic, or otherwise objectionable;
vi. is derogatory, defamatory, threatening, harassing, abusive, slanderous, hateful, or embarrassing to any other person or entity as determined by Walmart in its sole discretion;
vii. victimizes, harasses, degrades, or intimidates an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age or disability;
viii. is violent or threatening, or promotes violence against, or actions that are threatening to, any individual or group;
ix. contains advertisements, solicitations, or spam links to other web sites or individuals, without prior written permission from Walmart;
x. contains or relates to chain letters or pyramid schemes;
xi. impersonates another business, person, or entity, including Walmart, its related entities, employees, and agents;
xii. violates any policy posted on the Spark App; or
xiii. is intended to cause harm, damage, disable, or otherwise interfere with the Spark App or our partners.
4. Confidentiality
A. You acknowledge and agree that when using the Spark App, you may have direct or indirect access or exposure to Walmart’s confidential information ("Confidential Information"). Confidential Information includes, but is not limited to:
i. information, processes, designs and data concerning Walmart’s business, including but not limited to Walmart Data;
ii. information, processes, designs and data concerning the businesses offering Permissive Service Offers;
iii. customer names, addresses and contact persons;
iv. rates, rating methods and billing practices;
v. delivery provider information;
vi. the names, addresses and information pertaining to Walmart employees or other contractors serving Walmart; and
vii. methods, formulae, transaction volume, marketing and business plans, and such other nonpublic information (whether disclosed in writing or verbally) that Walmart designates as being proprietary or confidential or that you should reasonably know to treat as confidential.
B. You acknowledge and agree that:
i. all Confidential Information shall remain the exclusive property of Walmart;
ii. you will not use Confidential Information for any purpose except in furtherance of your use of the Spark App and authorized provision of the Services;
iii. you will not disclose Confidential Information to any third party; and
iv. you will not store or keep Confidential Information and will return or destroy (with confirmation of destruction) all Confidential Information upon the termination of your authorized use of the Spark App or at the request of Walmart.
C. Notwithstanding the foregoing, Confidential Information does not include any information to the extent it:
i. is or becomes part of the public domain through no action or omission by you;
ii. was possessed by you prior to your use of the Spark App without an obligation of confidentiality; or
iii. is disclosed to you by a third party having no obligation of confidentiality with respect thereto.
5. Monitoring by Walmart
Walmart will have the right (but not the obligation), in our sole discretion, to monitor, evaluate, and analyze Content, and any use of and access to the Spark App, including to determine compliance with these Terms of Use and any other operating rules that may be established by Walmart from time to time. Walmart will also have the right (but not the obligation), in our sole discretion, to edit, move, delete, or refuse to make available any Content made available through, the Spark App, for any reason, including violation of these Terms of Use, whether for legal or other reasons. Despite this right of ours, you are solely responsible for any Content you make available, and you agree to indemnify Walmart for all claims resulting from any Content you make available.
6. Privacy
You acknowledge that any personal information that you provide through the Spark App will be used by Walmart in accordance with Walmart’s Spark Driver App Privacy Statement which may be updated from time to time and is available in the Spark App.
You further acknowledge that any personal information that you provide through the Spark App for Permissive Services will be used by non-Walmart owned and managed providers, in accordance with the terms of the privacy policies and terms of use published by such providers, for purposes of facilitating the Permissive Services as well as other purposes that may be specified in the policies and terms of use of such providers.
7. Representations and Warranties
A. You hereby represent and warrant that:
i. you have full power and authority to enter into these Terms of Use and perform your obligations hereunder;
ii. you are authorized to accept work as an independent contractor in the U.S.;
iii. you have not entered into, and during the term will not enter into, any agreement that would prevent you from complying with these Terms of Use; and
iv. you will comply with all Applicable Laws in your performance of these Terms of Use, including holding and complying with all permits, licenses, registrations and other governmental authorizations necessary to provide Delivery Services, Permissive Services, or otherwise use the Spark App.
B. It is solely your responsibility to comply in all respects with all Applicable Law to all aspects of the Services, and use of Spark App. Neither Walmart nor any of its affiliates are responsible for verifying or instructing you with respect to Applicable Law and will not provide legal advice in connection with Applicable Law or these Terms of Use.
C. Walmart reserves the right to deactivate or restrict you from accessing the Spark App in Walmart’s sole and absolute discretion. The Spark App may be subject to limitations, delays, and other problems inherent in the use of the Internet and electronic communications. Walmart is not responsible for any delays, delivery failures, or other economic damage resulting from such problems.
8. Indemnification and Disclaimer of Warranties
A. Indemnification. You shall indemnify, defend (at Walmart’s option) and hold harmless Walmart and its Affiliates and their respective officers, directors, employees, agents, successors and assigns from and against any and all liabilities, expenses (including legal fees), damages, penalties, fines, social security contributions and taxes arising out of or related to: (a) your breach of your representations, warranties or obligations under these Terms of Use; or (b) a claim by a third party (including Receiving Parties, regulators and governmental authorities) directly or indirectly related to your provision of Delivery Services, the Permissive Services, or use of the Spark App.
B. Disclaimer of Warranties. THE SPARK APP, AND ALL WALMART DATA, PRODUCTS, SERVICES, FUNCTIONALITY, AND OTHER ITEMS INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SPARK APP, ARE PROVIDED BY WALMART ON AN “AS IS” AND “AS AVAILABLE” BASIS. NO WALMART ENTITY MAKES ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SPARK APP OR THE WALMART DATA, PRODUCTS, SERVICES, FUNCTIONALITY, OR OTHER ITEMS INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SPARK APP. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, THE WALMART ENTITIES DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE FOREGOING, THE WALMART ENTITIES DISCLAIM ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, FOR ANY USE OF THE SPARK APP. YOU ACKNOWLEDGE THAT, TO THE FULLEST EXTENT PROVIDED BY APPLICABLE LAW, YOUR USE OF THE SPARK APP IS AT YOUR SOLE RISK. THIS DISCLAIMER CONSTITUTES AN ESSENTIAL PART OF THESE TERMS OF USE. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU ASSUME FULL RESPONSIBILITY FOR YOUR USE OF THE SPARK APP AND AGREE THAT ANY INFORMATION YOU SEND OR RECEIVE DURING YOUR USE OF THE SPARK APP MAY NOT BE SECURE AND MAY BE INTERCEPTED OR OTHERWISE ACCESSED BY UNAUTHORIZED PARTIES. YOU AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NO WALMART ENTITY IS RESPONSIBLE FOR ANY LOSS OR DAMAGE TO YOUR PROPERTY OR DATA THAT RESULTS FROM YOUR ACCESS OR DOWNLOAD FROM THE SPARK APP. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE FOREGOING LIMITATIONS MAY NOT APPLY TO YOU.
9. Limitation of Liability
YOU ACKNOWLEDGE AND AGREE THAT, TO THE FULLEST EXTENT PROVIDED BY APPLICABLE LAW, WALMART WILL NOT BE LIABLE TO YOU OR TO ANY OTHER PERSON UNDER ANY CIRCUMSTANCES OR UNDER ANY LEGAL OR EQUITABLE THEORY, WHETHER IN TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE, FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL LOSSES OR DAMAGES OF ANY NATURE ARISING OUT OF OR IN CONNECTION WITH THE USE OF OR INABILITY TO USE THE SPARK APP, EVEN IF AN AUTHORIZED REPRESENTATIVE OF A WALMART ENTITY HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. TO THE FULLEST EXTENT PROVIDED BY APPLICABLE LAW, THIS DISCLAIMER APPLIES TO ANY DAMAGES OR INJURY ARISING FROM ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECTS, DELAY IN OPERATION OR TRANSMISSION, LOST PROFITS, LOSS OF GOODWILL, LOSS OF DATA, WORK STOPPAGE, ACCURACY OF RESULTS, COMPUTER FAILURE OR MALFUNCTION, COMPUTER VIRUSES, FILE CORRUPTION, COMMUNICATION FAILURE, NETWORK OR SYSTEM OUTAGE, THEFT, DESTRUCTION, UNAUTHORIZED ACCESS TO, ALTERATION OF, LOSS OF USE OF ANY RECORD OR DATA, AND ANY OTHER TANGIBLE OR INTANGIBLE LOSS.
YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT, TO THE FULLEST EXTENT PROVIDED BY APPLICABLE LAW, NO WALMART ENTITY WILL BE LIABLE FOR ANY DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY RECEIVING PARTY, OR OTHER USER OF THE SPARK APP.
10. Term and Termination
The initial term of these Terms of Use is thirty (30) days and will automatically renew on a month-to-month basis thereafter. Access to the Spark App and program, as governed by these Terms of Use, shall continue unless and until terminated by either you or Walmart. You may terminate these Terms of Use at any time, provided that you discontinue any further use of the Spark App and provision of Services. Walmart also may terminate these Terms of Use at any time and may do so immediately without notice. Walmart also may deny or suspend your access to the Spark App for violating these Terms of Use or failure to meet any associated Service Level Standards, subject to the account deactivation appeals process. Walmart may terminate these Terms of Use by deactivating your Spark App account if your Spark App account is inactive for prolonged periods of time or if Walmart decides to no longer offer the Spark App and program. Upon any termination of these Terms of Use by either you or Walmart, you must promptly destroy all Walmart Data and other Content downloaded or otherwise obtained from the Spark App, as well as all copies of such Walmart Data, whether made under these Terms of Use or otherwise. The following sections will survive any termination of these Terms of Use: “Confidentiality,” “Proprietary Rights,” “Monitoring by Walmart,” “Privacy,” “Indemnification,” “Termination,” “Disclaimer of Warranties,” “Limitation of Liability,” “Class and Representative Action Waivers,” and “General.”
11. Relationship of the Parties
A. You and Walmart expressly agree that: (a) these Terms are not an employment agreement, nor do they create an employment relationship, between Walmart and you; and (b) no joint venture, partnership, or agency relationship exists between Walmart and you.
B. You have no authority to bind Walmart and you undertake not to hold yourself out as an employee, agent or authorized representative of Walmart. Where, by implication of mandatory law or otherwise, you may be deemed an agent or representative of Walmart, you undertake and agree to indemnify, defend (at Walmart’s option) and hold Walmart harmless from and against any claims by any person or entity based on such implied agency or representative relationship.
C. The Parties acknowledge that they enter into these Terms of Use as two independent business enterprises and that nothing in these Terms of Use or any other agreement (including any agreement between another entity and you regarding you performing delivery services to Walmart customers) shall be construed as making either party the partner, joint venturer, agent, employer, or employee of the other. Unless authorized in writing by the party to be bound, neither party shall have the authority to make any statements, representations, or commitments of any kind, or to take any action which shall be binding on the other. You understand and expressly acknowledge that: (1) you are an independent contractor and you are not Walmart’s employee for any purpose; (2) you are not eligible for either workers compensation coverage or payments or UNEMPLOYMENT PAYMENTS which are reserved for employees unless unemployment coverage is provided by you or some entity other than Walmart; (3) you are obligated to pay all FEDERAL AND STATE INCOME TAXES, if any, on any monies earned pursuant to the contractual relationship, and Walmart will not make any tax withholdings on your behalf; (4) Walmart shall have no responsibility for the wages, benefits or expenses due your employees, agents, or subcontractors nor for income tax withholding, social security, unemployment, or other payroll taxes of your employees, agents, or subcontractors; (5) Walmart provides no training for how to provide Services, except where required by law; and (6) neither you nor your employees, agents, or subcontractors shall receive or have any right to receive any wages, including vacation pay or holiday pay, from Walmart; nor shall they participate or have any right to participate in other Walmart benefits, if any, available to Walmart’s employees, agents, or subcontractors (even if you or any of your employees, agents or subcontractors are found to be employees of Walmart by an arbitrator, court or agency of competent jurisdiction).
D. You understand and expressly acknowledge that as an independent contractor using the Spark App: (1) you receive specific Offers in the Spark App to provide Services, such as Delivery and Shopping Services, that include details of the specific Services to be provided and the amount Walmart agrees to pay for completing the particular Service; (2) there is no set schedule or minimum required activity on the Spark App, and you have the option to select the Services you would like to complete and are free to determine the days and times you would like to be active on the Spark App; (3) you are not subject to a non-compete policy or agreement and are free to perform services for other, non-Walmart owned businesses or entities or for your own business or entity; (4) while you must meet service level standards of the Services you provide on the Spark App, you are in control of the methods and processes you use to complete the Services, drawing upon your own independent knowledge and experience; and (5) you are responsible for obtaining and paying for any registrations, licenses, or other authorizations required by Applicable Law, as well as equipment and materials necessary for you to perform the Services.
E. Non-Exclusive and No Guaranteed Business. You and Walmart expressly agree that the relationship between the parties is not exclusive, and the parties may provide or receive services with other companies or individuals. Furthermore, these Terms of Use do not guarantee any level of volume of business.
12. CLASS AND REPRESENTATIVE ACTION WAIVERS
ANY DISPUTE BETWEEN YOU AND WALMART SHALL BE ADJUDICATED SOLELY ON AN INDIVIDUAL BASIS, AND YOU AND WALMART EACH WAIVE THE RIGHT TO PARTICIPATE IN A CLASS, COLLECTIVE, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER JOINT ACTION WITH RESPECT TO SUCH DISPUTE.
13. General
A. These Terms of Use, your Non-Disclosure and Dispute Resolution Agreement with Walmart, and any other consents provided during the sign-up process or while using the Spark App represent the complete agreement and understanding between you and Walmart with regard to use of the Spark App and your provision of Services and supersedes all prior agreements and representations with respect to the subject matter of these Terms of Use.
B. These Terms of Use do not, and shall not be construed to, create any partnership, joint venture, employer-employee, agency, or franchisor-franchisee relationship between you and Walmart.
C. The interpretation of these Terms of Use shall be governed by Arkansas law, without regard to the choice or conflicts of law provisions of any jurisdiction. However, this choice of law provision is not intended to create any other substantive right to non-Arkansas citizens to assert claims under Arkansas law whether that be by statute, common law, or otherwise. This choice of law provision is intended only to specify the use of Arkansas law to interpret these Terms of Use, and this provision shall not be interpreted as generally extending Arkansas law to you if you do not otherwise reside or provide Services contemplated by these Terms of Use in Arkansas. The law in states and/or jurisdictions in which you perform Services contemplated by these Terms of Use shall apply to all disputes, claims, or causes of action alleging violation of law. Walmart’s failure to enforce any right or provision in these Terms of Use shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Walmart in writing.
D. Headings in these Terms of Use are for reference purposes only and in no way define or limit the scope of the section.
E. If any provision of these Terms of Use is held to be unenforceable for any reason, such provision will be reformed only to the extent necessary to make it enforceable and the other terms of these Terms of Use will remain in full force and effect.
F. The failure of Walmart to act with respect to a breach of these Terms of Use by you or others does not constitute a waiver and will not limit Walmart's rights with respect to such breach or any subsequent breaches.
G. You may not assign, transfer, or sublicense any or all of your rights or obligations under these Terms of Use without our express prior written consent. Walmart may assign, transfer, or sublicense any or all of our rights or obligations under these Terms of Use without restriction.
H. Where Walmart requires that you provide an e-mail address, you are responsible for providing Walmart with your most current e-mail address. In the event that the last e-mail address you provided to Walmart is not valid, or for any reason is not capable of delivering to you any notices required or permitted by these Terms of Use, Walmart’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice.
I. For contractual and operational purposes, you (1) consent to receive communications from Walmart in an electronic form; and (2) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Walmart provides to you electronically satisfy any legal requirement that such communications would satisfy if they were in writing. This subparagraph does not affect your statutory rights.
J. Any use of the term “including” or variations thereof in these Terms of Use shall be construed as if followed by the phrase “without limitation.” Notices to you (including notices of changes to these Terms of Use) may be made via posting to the Spark App or by e-mail (including in each case via links), or by regular mail.
K. Without limitation, a printed version of these Terms of Use and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms of Use to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
L. Walmart shall not be a party to any Permissive Services that you elect to engage in within the Spark App. Walmart makes no representation or warranty related to such Permissive Services offers. You elect to engage in such Permissive Services at your own risk.
M. If any part of these Terms of Use is deemed unlawful or unenforceable, it shall be construed to conform with law or severed from these Terms of Use such that the remainder of these Terms of Use shall remain enforceable to the fullest extent permitted by law.
14. Notice Regarding Apple
In addition to your agreement with these Terms of Use, the following provisions apply with respect to your use of any version of the Spark App compatible with the iOS operating system of Apple Inc. (“Apple”):
A. Apple is not a party to these Terms of Use and does not own and is not responsible for the Spark App. Apple is not providing any warranty for the Spark App except, if applicable, to refund the purchase price for it. Apple is not responsible for maintenance or other support services for the Spark App and will not be responsible for any other claims, losses, liabilities, damages, costs, or expenses with respect to the Spark App, including any third-party product liability claims, claims that the Spark App fails to conform to any applicable legal or regulatory requirement, claims arising under consumer protection or similar legislation, and claims with respect to intellectual property infringement. Any inquiries or complaints relating to the use of the Spark App, including those pertaining to intellectual property rights, must be directed to Walmart in accordance with the “Help” section.
B. The license you have been granted in these Terms of Use is limited to a non-transferable license to use the Spark App on an Apple-branded product that runs Apple’s iOS operating system and is owned or controlled by you, or as otherwise permitted by the Usage Rules set forth in Apple’s App Store Terms of Service. In addition, you must comply with the terms of any third-party agreement applicable to you when using the Spark App, such as your wireless data service agreement.
C. You represent and warrant that (1) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (2) you are not listed on any U.S. Government list of prohibited or restricted parties.
D. Apple and Apple’s subsidiaries are third-party beneficiaries of these Terms of Use and, upon your acceptance of the terms and conditions of these Terms of Use, will have the right (and will be deemed to have accepted the right) to enforce these Terms of Use against you as a third-party beneficiary thereof; notwithstanding the foregoing, Walmart’s right to enter into, rescind or terminate any variation, waiver, or settlement under these Terms of Use is not subject to the consent of any third party.
15. Effective Date
The Effective Date is the date you sign this agreement or otherwise consent to these terms electronically.