Contractor Service Agreement

1. Parties

This Contractor Service Agreement ("Agreement") is entered into between ZipFix LLC ("ZipFix Pro," "Company," "we," "us") and the contractor identified in the sign-up form below ("Contractor," "you"). By e-signing this Agreement, you agree to be bound by all terms herein.

2. Platform Overview

ZipFix Pro operates a contractor matching platform that connects licensed home service professionals with homeowners seeking estimates and services. We are not a general contractor, employer, or staffing agency. You are an independent contractor in all respects.

3. Contractor Eligibility Requirements

To participate in the ZipFix Pro network, you must at all times:

• Hold all licenses, certifications, and permits required by applicable state, county, and local law to perform your stated trade(s).
• Maintain general liability insurance with a minimum limit of $1,000,000 per occurrence and $2,000,000 aggregate.
• Carry workers' compensation insurance as required by law for any employees.
• Provide proof of insurance upon request within 48 hours.
• Not have been convicted of a felony offense within the past seven (7) years.

4. Lead Fees & Payment

ZipFix Pro charges a per-lead fee for each homeowner referral delivered to you. The fee amount is communicated to you at onboarding and may be updated with 14 days' written notice. Lead fees are:

• Non-refundable once a lead has been delivered, regardless of whether the homeowner proceeds with the job.
• Invoiced weekly. Payment is due within 7 days of invoice date.
• Subject to a $25 late fee per week on past-due balances.

ZipFix Pro reserves the right to pause or terminate lead delivery to any contractor with an outstanding balance greater than 30 days past due.

5. Service Standards

You agree to maintain professional service standards at all times, including:

• Response time: Contact referred homeowners within 4 hours during business hours (7am–7pm local time, Monday–Saturday).
• Professionalism: Treat all homeowners with courtesy and respect. No high-pressure sales tactics.
• Accurate quoting: Provide honest, itemized estimates. Honor quoted prices unless scope changes are documented in writing.
• Job completion: Complete all accepted work to industry standards and in compliance with applicable building codes.
• Photography: Where feasible, submit before/after photos for completed jobs to build your profile rating.

6. Prohibited Conduct

You may not, directly or indirectly:

• Solicit homeowners referred through ZipFix Pro to bypass the platform for future jobs within 12 months of a referral, without paying the applicable lead fee.
• Share, sell, or transfer homeowner contact information provided by ZipFix Pro to any third party.
• Misrepresent your licensing status, insurance coverage, or qualifications to homeowners or to ZipFix Pro.
• Perform work outside your licensed trade(s) without disclosing this to ZipFix Pro and the homeowner.
• Submit fraudulent jobs, inflate invoices, or engage in any deceptive billing practice.

Violation of any prohibited conduct provision is grounds for immediate termination of this Agreement and may result in legal action.

7. Independent Contractor Relationship

You are an independent contractor. Nothing in this Agreement creates an employment, partnership, joint venture, or agency relationship between you and ZipFix Pro. You are solely responsible for:

• All federal, state, and local taxes on income earned through the platform.
• Your own tools, equipment, and vehicles.
• Hiring, supervising, and paying any employees or subcontractors you engage.
• All liability arising from your work, including property damage and personal injury.

8. Ratings & Account Standing

ZipFix Pro collects homeowner feedback after each completed job. Contractors with an average rating below 3.5 stars over any rolling 90-day period may be placed on probation. Contractors who remain below 3.5 stars for 30 days after probation notice may have their accounts deactivated.

9. Intellectual Property

By submitting photos, reviews, or any content to ZipFix Pro, you grant us a non-exclusive, royalty-free, worldwide license to use that content for marketing and platform purposes. You retain ownership of your content.

10. Limitation of Liability

ZipFix Pro is a lead referral service only. We make no warranty that leads will result in completed jobs or revenue. To the maximum extent permitted by law, ZipFix Pro's total liability to you for any claim arising under this Agreement shall not exceed the total lead fees paid by you in the 90 days preceding the claim.

11. Indemnification

You agree to indemnify, defend, and hold harmless ZipFix Pro, its officers, directors, employees, and agents from and against any claims, losses, damages, liabilities, and expenses (including reasonable attorneys' fees) arising out of or related to your work, your breach of this Agreement, or your violation of any applicable law.

12. Dispute Resolution

Any dispute arising under this Agreement shall first be submitted to non-binding mediation. If mediation fails, disputes shall be resolved by binding arbitration under the rules of the American Arbitration Association, with proceedings conducted in Hamilton County, Tennessee. The prevailing party shall be entitled to recover reasonable attorneys' fees.

13. Governing Law

This Agreement shall be governed by the laws of the State of Tennessee, without regard to its conflict-of-laws provisions.

14. Termination

Either party may terminate this Agreement with 14 days' written notice. ZipFix Pro may terminate immediately for cause, including but not limited to: violation of Section 6, non-payment, loss of required licensure or insurance, or conduct that poses a risk to homeowners. Upon termination, all outstanding lead fees remain due and payable.

15. Entire Agreement

This Agreement constitutes the entire agreement between the parties and supersedes all prior discussions, representations, and agreements. Amendments must be in writing. ZipFix Pro may update this Agreement from time to time; continued participation in the platform after notice of an update constitutes acceptance.

16. Electronic Signature

By checking the agreement box and submitting this form, you acknowledge that your electronic signature is legally binding and equivalent to a handwritten signature under the Electronic Signatures in Global and National Commerce Act (E-SIGN Act) and applicable state law. Your IP address and the timestamp of your acceptance will be recorded as part of the agreement record.