Contractor Agreement



 INFORMATION

Independent Contractor Agreement

An independent contractor agreement is an agreement between a company and an independent contractor (not an employee) that provides the terms and conditions under which the independent contractor will provide services to the company. The Independent Contractor Agreement serves a number of beneficial purposes. It provides the independent contractor with the basic conditions, project parameters and terms of payment for his/her service to the company. The Independent Contractor Agreement can also protect the company by, among other things, clarifying the company’s expectations for the independent contractor, reaffirming that an employer/employee relationship is not created and laying out reasons for termination of the relationship.

Most states will enforce this type of agreement. It is best, however, if the independent contractor signs the Independent Contractor Agreement at the beginning of the service term, then it becomes a condition of independent contractor’s engagement with the company.

Employment relationships are governed by both federal and state law. Many of the state laws differ dramatically, therefore the independent contractor should become familiar with the laws of the specific state and the federal government before entering into this type of arrangement. In addition, before using the form you should always consult with your attorney to ensure that it addresses you specific situation.

INDEPENDENT CONTRACTOR AGREEMENT

This Independent Contractor Agreement (the “Agreement”) is made and entered on by and between Total Lender Services LLC (the “Company”) and (“Contractor”) (collectively referred to as the “Parties”).

The Parties agree as follows:

1. SERVICES: The Company shall engage Contractor to provide property preservation services.
 

Contractor will determine the method, details, and means of performing the Services

2. TERM: Contractor shall provide services to the Company pursuant to this Agreement for a term beginning
on and ending  on (the “Agreement Term”).

3. COMPENSATION: For services provided, the Company will pay Contractor by the job. Payment shall be made NET 15 based on invoice and supporting completed orders. We will not deduct or withhold any taxes, FICA, or other deductions, unless directed to pay by the IRS, or State Attorney General. Upon termination of this agreement by either party the terms of payment will revert to NET 60 days.

4. EXPENSES: Contractor shall bear all costs and expenses incurred in the performance of this

Agreement.

5. INDEPENDENT CONTRACTOR. Contractor is an independent contractor and not an employee of the Company. Unless otherwise stated in this Agreement, Contractor is not entitled to any of the benefits normally provided to employees of the Company, including, but not limited to, unemployment insurance. Company does not have the right to control the means and methods of any work performed by Contractor. Contractor is solely responsible for the means and methods of performing its work and providing all manpower, materials, tools and equipment required to perform such work.

6. CONFIDENTIALITY: Contractor acknowledges that Contractor may have access to the Company’s confidential and proprietary information. Such confidential information may include, without limitation: i) business and financial information; ii) business methods and practices; iii) technologies and technological strategies; iv) marketing strategies, customer lists, client information; and v) other such information as the Company may designate as confidential (“Confidential Information”). Contractor agrees to not disclose to any other person (unless required by law) and not to use for personal gain any Confidential Information at any time during or after the Agreement Term, unless the Company grants express, written consent of such a disclosure. In addition, Contractor will use Contractor’s best efforts to prevent any such disclosure. Confidential information will not include information that is in the public domain, unless such information falls into public domain through Contractor’s unauthorized actions.

7. REQUIREMENTS: Contractor also agrees that Contractor is legally entitled to work in the US and has provided documentation to adequately support this requirement. Contractor and any of Contractor’s subcontractors must carry general liability insurance, with Total Lender Services as a certificate holder and additional insured. Contractor shall also have workers’ compensation insurance and errors & omissions insurance. Payment for completed work will not be made until a valid certificate of insurance is on file with Company.

8. PENALTIES: Contractor agrees to abide by any other rules, policies and procedures as communicated by the Company. Contractor also agrees that Company may, at its complete and sole discretion, offset or reduce any moneys owed to Contractor for claims arising out of Contractor’s work or to complete Contractor’s incomplete work. If any work is late, Company may cut your invoice by a percentage or cancel the work order and/or not pay for the work completed as well as possible charge-back to get the work completed by another vendor. Failure to complete all work as described in work orders will result in a minimum $20.00 charge back to contractor.

9. REPORTING ERRORS: Failure to FULLY complete all paperwork required with work orders will result in non-payment of invoice, and possible claim against general liability policy. All charge backs will be deducted from invoice payments on the last day of the month. Results must be emailed or directly uploaded by due date unless otherwise agreed to in writing. Results include photos to justify work, invoice, property condition report and bids. Extensions must be requested minimum one day prior to due date. Photos will be labeled with descriptive text as to the service. Contractor will be required to follow all requirements as set forth in the Contractor Field Manual and Terms and Conditions for payment. Manual may be revised time to time to accommodate industry and company changes. Failure to report damage and debris will result in completion at contractor expense.

10.Liens On Properties Prohibited: Contractor agrees, represents and warrants that not you or any of your agents or assigns will file any liens or any actions, including but not limited to mechanics liens as a result of which could cloud the title to any property on which you perform any services or materials under this agreement whether or not you or your agents and assigns have been paid for services or materials. In the event Contractor or any of its agents, assigns, or sub-contractors encumbers a property by mechanics lien, you shall on demand from Company or at Contractor’s own expense promptly take all necessary actions to cause such lien to be released or discharged regardless of cost.

11. Conversion of Property: Under no circumstances is Contractor authorized to remove any personals or debris from a property unless otherwise stated on the work order. This authorization will only be accepted via work order request. Contractor must also understands that anything removed from the property that is not requested on the work order, Company will hold Contractor in total liability, and may be prosecuted to the fullest extent of the law in the state in which the property resides. If Contractor or its subcontractors call something debris and it turns out to be personal property, that contractor will be fully responsible to make restitution to the owners if a claim is made.

12. Communication of Orders: Contractor will be sent work orders either through Fieldcomm/in-field express exchange, or e-mail. Receipt of these work orders must be acknowledged, verifying acceptance of them. If Contractor claims Contractor did not receive the work order, Company will provide proof in the form of receipt verifications that the Contractor sent back to us at which time the Contractor will have 24 hours to complete the work order and send completion information. The Contractor is responsible for interpreting all order instructions per HUD, FHA, Fannie/Freddie, VA and Conventional guidelines.

13. TERMINATION: This Agreement may be terminated early for the following reasons:

By the Company – With 15 days notice for no reason.

(i) If Contractor fails to perform his/her duties or materially breaches any obligation in the Agreement, and the failure or breach is not corrected within five days of receiving written notice from the Company; or

(ii) If Contractor is unable to provide the services in this Agreement due to illness, death or disability.

 

By the Contractor – With 15 days notice – No reason required

(i) If the Company materially breaches any obligation in the Agreement and such breach is not corrected within five days of receiving written notice from the Contractor; or

(ii) If the Company files for bankruptcy.

14. RETURN OF PROPERTY: Upon termination of services, Contractor will promptly return to the Company all drawings, documents and other tangible manifestations of Confidential Information (and all copies and reproductions thereof). In addition, Contractor will return any other property belonging to the Company including without limitation: computers, office

supplies, money and documents.

15. CONTINUING OBLIGATIONS: Notwithstanding the termination of this Agreement for any reason, the provisions of paragraph 6 of this Agreement will continue in full force and effect following such termination.

16. BINDING EFFECT: The covenants and conditions contained in the Agreement shall apply to and bind the Parties and the heirs, legal representatives, successors and permitted assigns of the Parties.

17. CUMULATIVE RIGHTS: The Parties’ rights under this Agreement are cumulative, and shall not be construed as exclusive of each other unless otherwise required by law.

18. WAIVER: The failure of either party to enforce any provisions of this Agreement shall not be deemed a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision of this Agreement.

19. SEVERABILITY: If any part or parts of this Agreement shall be held unenforceable for any reason, the remainder of this Agreement shall continue in full force and effect. If any provision of this Agreement is deemed invalid or unenforceable by any court of competent jurisdiction, and if limiting such provision would make the provision valid, then such provision shall be deemed to be construed as so limited.

20. ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between the Parties and supersedes any prior understanding or representation of any kind preceding the date of this Agreement. There are no other promises, conditions, understandings or other agreements, whether oral or written, relating to the subject matter of this Agreement. This Agreement may be modified in writing and must be signed by both the Company and Contractor.

21. NOTICE: Any notice required or otherwise given pursuant to this Agreement shall be in writing and mailed certified return receipt requested, postage prepaid, or delivered by overnight delivery service, addressed as follows:

Company:                                                                      Contractor:
17711 East Strack Drive                                         
Spring, Texas, 77379                                             , ,

Attention: John Lawrence                                                   Attention:

22. GOVERNING LAW: This Agreement shall be governed by and construed in accordance with the laws of the State of Texas. Venue for all legal proceedings and filings will be Harris County, Texas.

IN WITNESS WHEREOF, the parties have caused this Agreement to be executed the day and year first written above.

THE COMPANY:


CONTRACTOR:



By:

Title:


Security code: