In order to perform any shops for Multi Housing Sales Advisors LLC dba Mid Atlantic Mystery Shoppers you must agree to our Independent Contractors Agreement below. PLEASE READ IT CAREFULLY.
INDEPENDENT CONTRACTOR AGREEMENT & Telephone and Onsite Recording Authorization
Multi Housing Sales Advisors LLC dba Mid Atlantic Mystery Shoppers (hereafter “Customer”) and the undersigned (hereafter “Contractor”) hereby enter into this agreement pursuant to which Contractor agrees to furnish certain work product specified in this agreement under the terms and conditions and for the consideration set forth below and in Schedule A, attached hereto and incorporated herein by reference. WITNESSETH:
WHEREAS, Customer desires that Contractor furnish certain work product to Customer;
WHEREAS, Customer and Contractor each desire that Contractor, in furnishing work product hereunder, operate as an independent contractor, or independent business and not as an employee, servant, agent, partner or joint venturer of Multi Housing Sales Advisors dba Mid Atlantic Mystery Shoppers or its clients; and,
WHEREAS, Contractor understands that it will be furnishing work product under this Agreement as an independent contractor, or independent business, and not as an employee of Multi Housing Sales Advisors LLC dba Mid Atlantic Mystery Shoppers or its clients and therefore will be solely responsible for all federal, state and local tax obligations imposed with respect to payments received from Customer; that Customer will not pay any Federal Insurance Contribution Act (“FICA”), Federal Unemployment Tax Act (“FUTA”), or state unemployment taxes; will not withhold and pay on Contractor’s account any income tax withholding or FICA, FUTA, or state unemployment taxes and will not cover Contractor for Worker’s Compensation purposes. Neither Contractor nor any of its employees shall be entitled to receive any benefits which Customer’s employees may be entitled to receive, including but not limited to medical insurance, life insurance, paid vacation, paid holidays, pension or profit sharing.
NOW, THEREFORE, in consideration of the mutual covenants set forth herein and for other good and valuable consideration the receipt of which is hereby acknowledged, the parties hereby agree as follows:
A. Work Product to be furnished: Customer hereby engages Contractor to furnish the work product hereafter referred to as “Mystery Shopping”, which also may be known as Leasing Consultant Evaluation, Customer Service Evaluation, Customer Service Auditing, Secret Shopping and other terms.
A1. Misrepresentation of work product / Internet Fraud: Contractor, by signing this agreement, understands that if work product provided to Customer is found to be Fraudulent, Customer will report Contractor to the Federal Trade Commission (FTC), the Federal Bureau of Investigation (FBI), and the Better Business Bureau (BBB). Contractor understands that if work product provided to Customer is found to be Fraudulent, Contractors agrees to reimburse Customer all fees associated with that specific assignment / work product. Contractor understands and agrees that these fees may include current and future lost revenue, and or technology fees associated with work product. Contractor also agrees and understands that Customer is the sole authority that determines if the work product meets Customers specific written guidelines and requirements.
B. Price and Payment Terms: Customer hereby agrees to pay Contractor in accordance with the price and payment terms set forth for each job or assignment accepted by Contractor, and Contractor hereby agrees to accept such amount(s) as payment in full for the work product designated therein and to sign such waivers of lien, affidavits and receipts as Customer shall request in order to acknowledge payment. Contractor, by signing this agreement, understands and agrees that Customer reserves the right to refuse payment at any time if Customer determines that the product that Contractor provides does not meet the guidelines set forth for the specific assignment. Contractor, by signing this agreement, understands that failure to follow the work product guidelines and requirements may result in a reduction in Contactors fee or a rejection of the work product in its entirety. Customer requires that all, guidelines and requirements are adhered to. Contractor also agrees and understands that Customer is the sole authority that determines if the work product meets Customers specific written guidelines and requirements.
B1. Contractor, by signing this agreement, understands that payment will not be made for work product until a service invoice is received by Customer.
C. Training: Customer will provide no training to Contractor. While Customer may provide to Contractor the specifications, guidelines, and or requirements with which Contractor’s final work product must comply, Contractor retains full independence in exercising its judgment regarding the time, place, means and manner by which it creates said work product.
D. Business of Contractor: Contractor hereby represents that it is engaged in the business of providing the work product referenced in section “A” above and will provide Customer with its Federal Tax Identification Number or social security number upon request.
E. Expenses: With the exception of the actual direct costs of merchandise purchased on behalf of and for delivery to Customer pursuant to delivery of work product, Contractor shall be solely responsible for all expenses incurred and shall furnish any tools, equipment, and materials necessary for execution of its duties under this Agreement. Contractor will not have any rights of reimbursement against Customer for any expenditures pertaining thereto.
F. Risks and Releases: Contractor shall perform its work towards fulfillment of its duties under this Agreement at its own risk, including but not limited to responsibility for condition of tools, equipment, material, transportation, human being interaction, condition of final work product, and job site. Contractor also agrees not to pursue any legal remedies for any and all injuries while in the process of providing work product. Independent Contractor, for and in consideration of the mutual covenants herein contained and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, hereby (1) agrees to indemnify, save and hold harmless Customer, Customer’s agents, and any entities with whom Customer has established a client or customer relationship, and employees and their respective successors and assigns, (herein collectively referred to as “Releases”) from and against any and all claims, demands, causes of action, suits, proceedings, costs, expenses (including attorney’s fees), and damages arising out of or related to, alleged to arise out of or relate to, this Agreement and/or the services to be performed, and or work product to be provided, pursuant hereto, and (2) waives, releases, acquits and forever discharges Releases from any and all claims, damages and causes of action which Independent contractor has or may have against Releases, arising out of or related to this Agreement and/or the services to be performed, and or work product to be provided hereunder.
Contractor further attests herein that it holds adequate insurance coverage for any use of Contractor’s personal automobiles or other transportation to or from job site in connection with performance of work product. Within ten (10) days of request by Customer, Contractor shall provide proof of insurance deemed adequate by Customer its sole discretion.
G. Reports: Contractor agrees that as often as necessary they will provide Customer with updates on their progress with any assignment. This may be requested by Customer or initiated by Contractor.
H. Non-Disclosure / Confidentiality: Contractor, by signing this agreement, understands and agrees that all information, written communication, electronic communication, and forms provided by or with Multi Housing Sales Advisors LLC dba Mid Atlantic Mystery Shoppers or Multi Housing Sales Advisors LLC’s clients is and shall be confidential proprietary information of Multi Housing Sales Advisors LLC dba Mid Atlantic Mystery Shoppers. Also, you agree to preserve and protect the confidentiality of all information and forms. All information generated during the course of proving work product to Multi Housing Sales Advisors LLC dba Mid Atlantic Mystery Shoppers is the sole property of Multi Housing Sales Advisors LLC by signing this agreement I, the undersigned, fully and completely understand the following Confidentiality Agreement, and agree to the terms thereof:
• Any and all contracts between Multi Housing Sales Advisors LLC dba Mid Atlantic Mystery Shoppers and their clients are confidential, and any information related to the contracts, in part or in whole, written or un-written, shall not be revealed to any individual, personal or professional, for any reason, other than the duly appointed representative of Multi Housing Sales Advisors LLC;
• Any and all shops contracted through Multi Housing Sales Advisors LLC dba Mid Atlantic Mystery Shoppers are confidential, and any information related to the shops, in part or in whole, written or un-written, shall not be revealed to any individual, personal or professional, for any reason, other than the duly appointed representative of Multi Housing Sales Advisors LLC;
• Any and all shops are the sole property of Multi Housing Sales Advisors LLC dba Mid Atlantic Mystery Shoppers, and shall be defined as: phone shops, telephone evaluations, on-site visits, on-site evaluations, and any other form of contact with the shop, written or un-written;
• Any and all shop reports, in part or in whole, regardless of the nature of the shop, will be returned to Multi Housing Sales Advisors LLC dba Mid Atlantic Mystery Shoppers upon demand of Multi Housing Sales Advisors LLC;
• I am prohibited from revealing my status as a mystery shopper, as well as a description of my work as a mystery shopper for Multi Housing Sales Advisors LLC dba Mid Atlantic Mystery Shoppers to any individual, personal or professional, for any reason;
• I am prohibited from revealing my status as a mystery shopper, as well as a description of my work as a mystery shopper for Multi Housing Sales Advisors LLC dba Mid Atlantic Mystery Shoppers to any other mystery shopper business, for any reason;
• I am prohibited from contacting the clients of Multi Housing Sales Advisors LLC dba Mid Atlantic Mystery Shoppers for any reason, including but not limited to: performing or obtaining training, marketing, discussing or sharing reports in any form, discussing or sharing employee evaluations, discussing or sharing information concerning Multi Housing Sales Advisors LLC, etc.;
• I understand my relationship with Multi Housing Sales Advisors LLC dba Mid Atlantic Mystery Shoppers, will be terminated if I am found to be in breach of this agreement, and I may be held liable for all damages incurred by Multi Housing Sales Advisors LLC dba Mid Atlantic Mystery Shoppers, including but not limited to shopper fees, client fees, etc.
H1. Contractor also agrees not to transmit or reveal any information; written, oral or electronic, concerning the work product provided. This includes practices observed while on site or over the phone as pertains to Fair Housing guidelines to anyone other than Multi Housing Sales Advisors LLC dba Mid Atlantic Mystery Shoppers. Contractor also agrees not to pursue any legal remedies for any actual or perceived Fair Housing violations experienced while completing an assigned shop. Further, you understand that the contents of every report are confidential and not to be discussed with anyone other than Multi Housing Sales Advisors LLC dba Mid Atlantic Mystery Shoppers.
I. Telephone Recordings: Contractor understands and is fully aware that some work product to be furnished may include recordings of telephone and onsite conversations. Upon the acceptance of those assignments, The Contractor authorizes Multi Housing Sales Advisors LLC dba Mid Atlantic Mystery Shoppers to record telephone and onsite conversations between Contractor and the employees of Customer’s clients in the process of furnishing the specified work product. Contractor understands that they retain the right to reject any assignment at any time. In addition, Contractor understands that any recorded telephone and onsite call is the sole property of Multi Housing Sales Advisors LLC dba Mid Atlantic Mystery Shoppers and its Clients.
J. Exclusivity: Contractor may enter into agreements to provide similar work product for others provided that the nature and terms of said agreement do not compromise Contractor’s ability to perform its duties under this Agreement in a manner satisfactory to Customer.
K. Assignment: Customer may assign any or all of its rights and duties under this Agreement at any time and from time to time without the consent of Contractor. Contractor retains full responsibility for all duties, liabilities and any obligations of any nature, whatsoever, for which Contractor is responsible by virtue of its entering into this Agreement. Contractor may not, without the prior knowledge and consent of Customer, designate or assign other individuals, employees or subcontractors to perform work jobs which contractor has expressly accepted and agreed to do under this agreement for Customer. Contractor agrees and understands that work assignments are to be submitted to Customer within 24 hours of its completion. Contractor also agrees and understands that in the event that the assignment is not submitted within 24hours, Customer reserves the right to refuse payment, and reserves the right to reassign the assignment.
L. Term: This Agreement is effective as of the date first above written and shall continue in effect until canceled by either party upon written notice to the other. However, this Agreement exists only to define and describe the terms and conditions which shall apply on a job by job basis to any projects which may now or in the future be assigned to and accepted by Contractor, not to create or imply any other sort of ongoing relationship between Customer and Contractor. The Agreement continues in effect, 1) in order to govern any rights and duties of either party created by this Agreement continues in naturally survive the furnishing of the work product, and, 2) as a matter of convenience, to obviate the need for execution of new document in the event that Customer and Contractor elect in the future to add any projects to Schedule A not part of it as of the date of this Agreement. Other than those projects currently attached as part of Schedule A, Contractor has no obligation, whatsoever, to accept any projects which Customer may offer to Contractor, nor is Customer obligated to offer any future projects to Contractor.
M. Choice of Law: This Agreement shall be governed by, and construed in accordance with, the laws of the states of Maryland, DC and Virginia.
N. Agreement Supersedes Any Previous Agreement: This agreement is intended to supersede and replace any and all previous agreements, either oral or written, between the parties hereto, including any and all amendments thereto.
O. Modification: No modification, amendment or change to this Agreement shall be binding on Customer or on Contractor unless and until same shall have been approved in writing by both parties. This agreement constitutes the entire agreement between Customer and Contractor.
P. Severability: If any provision of this Agreement shall be held invalid or unenforceable for any reason, then such invalidity or unenforceability shall not affect any other part of this Agreement, and the parts of this Agreement not invalid or unenforceable shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written. By signing this agreement Contractor affirms that they have read this agreement in its entirety, Contractor fully understands its implications, and Contractor agrees to all terms and conditions set forth in this agreement.
I AFFIRM THAT I HAVE READ AND FULLY UNDERSTAND THE INDEPENDENT CONTRACTOR AGREEMENT & TELEPHONE AND ONSITE RECORDING AUTHORIZATION.
COVID-19 ADDENDUM TO
MID ATLANTIC MYSTERY SHOPPERS LLC, INDEPENDENT CONTRACTOR AGREEMENT & AUTHORIZATION TO RECORD SHOPPER COMMUNICATIONS
This Addendum to the above-referenced Agreement contains additional provisions that the parties agree shall remain in effect during the COVID-19 pandemic.
- You hereby acknowledge your responsibility during the COVID-19 pandemic for educating yourself on CDC guidance for mitigating your exposure to the COVID-19 virus. The CDC website is at https://www.cdc.gov/coronavirus/2019-ncov/index.html. In addition, you acknowledge your responsibility for complying with any COVID-19-related precautions a client requires as a condition to allowing outside vendors onto its premises (this matter is strictly between you and the client).
- You also acknowledge that we are not able to evaluate the COVID-19-related risks associated with any client project we offer (“Client Project”). But, as always, you retain complete discretion whether to accept, at your own risk, any such Client Project. If you have any recognized symptoms of the COVID-19 virus, we urge you – for the safety of all – not to accept any Client Projects until you reasonably conclude that you are not infected.
- By signing this Addendum:
- you hereby represent and warrant that you will not accept a Client Project and will not perform a Client Project if you have a CDC-recognized symptom of having contracted the COVID-19 virus, unless you have reasonably concluded that you are not infected;
- you hereby acknowledge having read the foregoing and agree to hold harmless, and waive any right to assert any claim against, MID ATLANTIC MYSTERY SHOPPERS LLC with respect to or arising out of your contracting, or your being accused of spreading, the COVID-19 virus in connection with any Client Project you accept. This paragraph 3(b) will survive the expiration of this Addendum.
After you sign this Addendum, either physically or by electronic signature (an electronic symbol or process attached to this Addendum and executed or adopted by you with the intent to sign this Agreement), and after the signed Addendum is actually received by Mid Atlantic Mystery Shoppers LLC, MAMS will send to you an acceptance (in the form substantially similar to the form set forth at the end of this Addendum) by e-mail or first-class mail, as determined by MAMS (the “Acceptance”). You and MAMS agree that the date that the Acceptance is sent by MAMS to you (whether by e-mail or first-class mail) shall be deemed to be the “Effective Date” of this Addendum.
Multi Housing Sales Advisors dba MID ATLANTIC MYSTERY SHOPPERS LLC:
PO Box 9611
Baltimore, MD 21237
By: Tina Schildgen, President
By my signature below: Shopper Authorization