INDEPENDENT CONTRACTOR AGREEMENT
This agreement is made between A Cut Above Lawn Care, LLC, a Rhode Island Limited Liability A Cut Above, herein referred to as “A Cut Above” and the entity/signer below hereinafter referred to as the “Subcontractor”. This agreement shall be construed as if prepared with equal input by both parties and shall not be construed more strongly against either party regardless of who is more responsible for its preparation. If there is a conflict between this agreement and any present or future law, this agreement shall be curtailed only to the extent necessary to bring it within the requirements of the law.
Subcontractor Company Name _____________________________________
Documentation: The following documentation will be required from the Subcontractor prior to any work being completed or any payments are made to the Subcontractor.
A) Copy of Driver’s License & Social Security Card
B) Signed and initialed Subcontractor Agreement (this packet)
C) Filled out Form W9 and DWC-11.
D) Filled out Subcontractor Information form.
E) Background Check (RI attorney general's office, 150 South Main Street, Providence). Requires check or money order for $5.00 and driver’s license.
F) Certificate of your insurance with A Cut Above Lawn Care named as a certificate holder. Our address for the certificate is 427 Liberty Lane, West Kingston RI 02892.
The above documentation must be provided to the Company by one of three methods:
Subcontractor agrees to perform services for A Cut Above. Subcontractor shall determine the method, details, and means of performing the services. A Cut Above may specify only the results desired in regard to the specified services. Subcontractor is considered a self-employed, independent contractor for all purposes. As such, Subcontractor is solely responsible for paying Subcontractor’s own taxes. A Cut Above will submit a 1099 to the IRS reporting how much Subcontractor made in a given year, however A Cut Above will not withhold or deduct any taxes from payments made to the Subcontractor. A Cut Above will not provide any fringe benefits, such as health insurance, paid vacation time, etc.
The Subcontractor agrees to view their schedule and mark their work complete through the Service Autopilot software username and password provided by A Cut Above.
Subcontractor will be given specific instructions for each service through Service Autopilot. Project specific requests/instructions may be included in the job notes for each service. Failure to follow/perform all project unique requests/instructions included in service job notes shall be considered a major infraction. It is the responsibility of the subcontractor to know all specifications to which A Cut Above expects each service to be completed even if they are not listed on the service itself. Any Subcontractor suggested amendments to any service must be approved in writing by A Cut Above before Subcontractor is authorized to perform any additional work.
Estimates for work will be provided to the client only from a representative of A Cut Above outlining the costs and scope of work.
On occasion, A Cut Above may ask the Subcontractor to perform an estimate for a property in their work area. On such an instance, the estimate is to be provided directly A Cut Above and not to the client.
Quality Control & Satisfaction Guarantee:
A Cut Above offers a 100% satisfaction guarantee to all of our clients on all recurring work. A Cut Above expects the Subcontractor to honor the same guarantee at their own expense.
Upon completion of a job, A Cut Above may conduct an in office (via photos) and/or on site quality control inspection of the work completed, noting any infractions or deficiencies. In some cases deductions will be made to the subcontractors invoices totaling up to the invoice total plus any costs incurred to A Cut Above. In other cases, a revisit will be required. Upon the failure of the Subcontractor to revisit the property to correct any noted infractions or deficiencies within 24 hours, A Cut Above reserves the right to deduct a charge for $50.00 in addition to the costs incurred by A Cut Above to correct the infractions and/or deficiencies and the cost of the original service itself.
Labor Supervision & Management:
Subcontractor will supply all labor, tools, and equipment required to perform the services under this agreement. Subcontractor has the whole obligation and responsibility to supervise, manage, direct, and perform services. The Subcontractor is committed to comply with the Immigration and Reform Act. Subcontractor and all members of Subcontractor’s crew must be lawfully permitted to work in the United States. Subcontractor shall indemnify, defend, and hold A Cut Above harmless for any violations relating to immigration and work residency violations.
Conduct & Safety:
The subcontractor and all crew members shall wear appropriate, non-offensive clothing while performing work. All members of the Subcontractor crew shall act professionally and courteously at all times and especially when interacting with a property owner or client of A Cut Above. The members of the Subcontractor crew shall refrain from any profanity while on the job site. Subcontractor shall solicit any additional work of any kind or any additional payment for work performed by any of A Cut Above’s clients. Alcohol consumption and/or the use of illegal/controlled substances is strictly prohibited while members of the Subcontractor crew are on the job site. Subcontractor shall adhere to the latest Occupational Safety & Health Administration guidelines including but not limited to the use of any required safety gear eg. helmets, goggles, harness, etc. Subcontractor shall be responsible for the payment of any fine or penalties relating to worksite safety. all crew members must be at least 16 years of age. Children are not allowed to be on the site even if a parent is present.
Completion & Payment:
The Subcontractor will be a paid a commission each job performed:
1) When completed work is entered into the Service Autopilot system by the Subcontractor, the Subcontractor will be paid 80% of the amount A Cut Above invoices the client.
2) When completed work is entered into the Service Autopilot system by a representative of A Cut Above, the Subcontractor will be paid 75% of the amount A Cut Above invoices the client.
3) Payroll records will be accessible online in a shared folder created for the Subcontractor in our cloud system, Google Drive.
A service is not considered complete until all specified work is completed, all tools belonging to the Subcontractor are removed, and the job site is cleared of all work related waste and trash. Subcontractor is not entitled to any payment at all unless the service is viewed as fully complete by A Cut Above and its clients. Subcontractor is not entitled to partial payment if work was partially complete.
A check will be issued the first of each month or next business day to the Subcontractor for work completed the prior month.
Late Fee Pay Deduction Scale:
All work must be BOTH completed and marked complete in the Service Autopilot system the day it is assigned. For any work that is performed late, the following fee schedule will apply:
1) 1 day late: 10% late fee
2) 2 days late: 20% late fee
3) 3 days late: reassignment to another vendor and deduction of fee for other vendor to complete work order correctly.
The aforementioned penalty scale will take effect once the work order is past the applicable grace period, set by A Cut Above, when an already past due work order is assigned from another vendor or a client. The scale will also apply to work orders originally assigned to a vendor that have past the vendor due date.
In the case of foul weather, at A Cut Above’s discretion, these fees will be disregarded.
Payment Disputes & Remedies:
In the event of a dispute as to payment or completion of a project the Subcontractor agrees as follows:
1) Subcontractor shall not contact the property owner or client of A Cut Above.
2) Subcontractor shall not file any liens against the property and although Subcontractor may have rights under state law to execute and file liens for non-payment of invoices the undersigned Subcontractor does hereby waive and release any and all lien rights in connection with any work performed or claimed to have been performed on behalf of A Cut Above and Subcontractor agrees to indemnify A Cut Above from any lower tier subcontractors’ liens for non-payment of invoices and Subcontractor agrees that any lower tier subcontractors of Subcontractor shall waive and release their lien rights by executing the lien waiver form/link posted on A Cut Above website.
3) Subcontractor agrees that all payment disputes shall be settled directly with A Cut Above and that there shall be no posted complaints by Subcontractor about A Cut Above on the internet or any other type of message board, and
4) Subcontractor agrees that any disputes pertaining to invoices shall be first submitted to mediation before Subcontractor initiates any action in a court of law and in which case Subcontractor consents and agrees that any and all litigation shall be filed in South Kingstown, RI. In the event of any court action the Subcontractor hereby irrevocably waives to the fullest extent permitted by law all rights to a jury in any action, proceeding or counterclaim including but not limited to actions founded in contract, statute, tort, negligence, or otherwise relating to this agreement.
Subcontractor shall maintain at its own expense during the term of this agreement insurance policies covering the product and services to be provided including the following General Liability Insurance in the amount of $1,000,000 per occurrence or claim, with Extended Property Damage Coverage in the amount of $50,000 per occurrence or claim for personal property in the care or custody or control of Subcontractor, occurring as a result of Subcontractor’s operations.
2) If vehicles are used by Subcontractor or its employees in providing the services under this agreement, Automobile Liability Insurance covering any such owned or non-owned vehicles with limits of at least $100,000 per person/$300,000 per accident.
3) If Subcontractor has (W2) employees providing services under this agreement, Subcontractor shall maintain Statutory Worker’s Compensation Insurance with Alternate Employer Endorsement including $500,000 Employers Liability coverage. If Subcontractor does not have W2 employees and only provides services under this Agreement via the use of subcontractors (1099), Subcontractor may so attest in which case no evidence of Workers Compensation coverage shall be required. Subcontractor shall be responsible to ensure that lower tier subcontractors providing any part of the services shall maintain and provide evidence of ongoing Workers Compensation coverage, as specified above.
A) Subcontractor’s policies will be primary and non-contributing with respect to any other insurance or self-insurance which may be maintained by A Cut Above.
B) A Cut Above shall be named as an additional insured, including with respect to complete operations hazards under required Commercial General Liability and E&O Liability policies.
C) Subcontractor and its Insurance Carriers shall waive subrogation with respect to the Workers Compensation and Commercial General Liability policies.
D) Coverage under the Commercial General Liability and E&O Liability policies must remain in force for a minimum of 12 consecutive months after the conclusion of services under this agreement.
E) Thirty (30) days written notice will be given to A Cut Above prior to cancellation, non-renewal or material reduction in limits of any insurance policy.
F) Prior to commencing work under this agreement and within 10 days of each subsequent policy renewal, Subcontractor’s insurers or their authorized representatives shall provide A Cut Above with Certificates of Insurance evidencing that all coverage and policy endorsements required under this agreement are maintained in force. A Cut Above has the right, but not the duty to receive certified copies of any required insurance policy and to verify that the coverage provided meets the standards set forth herein.
G) Subcontractor must ensure that all lower tier subcontractors meet the insurance requirement minimums as specified in this agreement.
H) Nothing in the insurance requirements section will be construed as limiting the Subcontractor’s (or any lower tier subcontractor’s) liability to A Cut Above or a third party.
Subcontractor agrees to obtain and maintain workers compensation insurance for Subcontractor and any employees of Subcontractor and Subcontractor further agrees to be responsible for any and all other employment tax or wage withholding as required by federal, state and/or local governments. If Subcontractor does not carry workers compensation insurance or does not have any employees of Subcontractor a workers compensation waiver may be submitted in lieu of the insurance. Subcontractor shall not make any claim against A Cut Above worker’s compensation or liability insurance and Subcontractor agrees to indemnify, defend, and hold A Cut Above and its insurers harmless from any claims made by Subcontractor or anyone on Subcontractor’s behalf.
Subcontractor agrees to hold A Cut Above harmless, defend and indemnify A Cut Above for any and all claims arising out of any injury, disability, or death of Subcontractor or Subcontractor’s employees or lower tier subcontractors. Subcontractor further agrees to indemnify, defend and hold A Cut Above harmless from any and all claims arising from any negligent act or omission by Subcontractor or Subcontractor’s employees or lower tier subcontractors including claims of third parties. Subcontractor shall obtain liability coverage with limits approved by A Cut Above for the work and/or services to be performed under this Agreement.
A. The Subcontractor agrees to not share, expose or leak any and all systems, processes or any tangible or intangible assets observed, trained or learned while under this agreement. Any and all marketing, sales, production, management or any others aspects relating to day to day Business conducted by A Cut Above is the sole property of A Cut Above.
B. All forms, documents and other property either tangible or intangible while in the possession of the Subcontractor will remain in the possession of the Subcontractor and not shared with any person not related to or an agent of A Cut Above.
C. It is agreed to by both parties to treat any and all inquiries, requests or leads by clients, clients neighbors, clients friend and family, and the neighborhood where Subcontractor is conducting within a two mile radius, as property of A Cut Above.
While Subcontractor is working with A Cut Above, and for 2 years thereafter, the Subcontractor shall not:
A) Employ, attempt to employ, or solicit for employment by any other person or entity, any A Cut Above employees;
B) Encourage any consultant, independent contractor, or any other person or entity to end their relationship or stop doing business with A Cut Above, or help any person or entity do so or attempt to do so;
C) Solicit or attempt to solicit or obtain business or trade from any of A Cut Above’s current or prospective customers or clients or help any person or entity do so or attempt to do so; or
D) Obtain or attempt to obtain any confidential Information for any purpose whatsoever except as required by Subcontractor to enable Subcontractor to perform his or her job duties.
A) This agreement constitutes the full agreement. Additions or addendums to this agreement will be at the sole discretion of A Cut Above and will be provided to The Subcontractor for review prior to acceptance of addendums.
B) No modification of this agreement will be effective unless it is in writing and is signed by both parties. This agreement binds and benefits both parties and any successors. This document, including any attachments, is the entire agreement between parties. The laws of the Rhode Island govern this agreement.
Notwithstanding any other provision of this agreement, either party may terminate this agreement at any time by giving written notice to the other party.
This Agreement shall terminate automatically on the occurrence of any of the following events:
1) Bankruptcy or insolvency of either party.
2) Death or dissolution of either party.
3) Assignment of this Agreement by subcontractor without the consent of A Cut Above.
A) If any court determines that any provision of this agreement is invalid or unenforceable, any invalidity or unenforceability will affect only that provision and will not make any other provision of this agreement invalid or unenforceable and shall be modified, amended, or limited only to the extent necessary to render it valid and enforceable.
B) The Subcontractor has carefully read and considered all clauses of this Agreement and agrees that all of the restrictions set forth are fair and reasonably required to protect A Cut Above’s interests. The Subcontractor has received a copy of this Agreement as signed by both parties.
Signature (Subcontractor) Date:
Signature (A Cut Above) Date: