This Service Agreement (the “Agreement”) is entered into by and between QUOTE MASTERS LLC, a Florida limited liability company (“Quote Masters”), and Service Provider.

Quote Masters is an online company which provides a quick and easy way for Consumers to find a service provider who is interested in accepting a request for janitorial services. The goal is to connect the Consumer and Service Provider, who will quickly communicate with the Consumer their availability and acceptance of the project should the Consumer select them to perform the work.

1. Role of Quote Masters: Quote Masters sole responsibility to Service Provider is to connect Service Provider and a consumer for the provision of services. Quote Masters makes no representation as to the consumer. Service Provider is solely responsible for all communications and negotiations between Service Provider and consumer, as Quote Masters acts only as a facilitator of the introductions between Service Provider and consumer. The provision of any services by the Service Provider will be subject to an entirely separate contract and/or agreement. If there are any issues with the performance of those services by Service Provider and/or consumer, then any claims and/or rights Service Provider may have will be solely against the consumer and not against Quote Masters. Quote Masters bears no responsibility with respect to the Consumer, work/services, or any related transaction.


2. Lead Generation: Below is a description of how the Lead Generation will work:
   • A consumer will submit a proposed for work or janitorial related services (“Services”) through Quote Masters’ website.
   • Quote Masters will compile basic information, including Consumer’s approximate location and the description of the Consumer’s Project (the “Lead”), and send the Lead via email or Quote Masters’ website to a group of eligible service providers that perform the type of services described in the Lead in the area in which the Consumer is located. The number of service providers to which Quote Masters will send the Lead may vary, in Quote Masters’ sole discretion, depending on a number of factors.
   • Service Provider will then purchase the Lead from Quote Masters based upon the fee schedule outlined below in Paragraph 3 below (Lead Fee). The payment for the Lead is for the scheduling of appointments with Consumer.
   • The Lead will remain active and available for purchase for twenty-four (24) hours.


3. Lead Fee: Service Provider hereby agrees that it will be required to pay Quote Masters a flat fee (“Fee”) for each Lead (defined herein below) purchased. The Fee shall be determined by how many appointments are scheduled. A fee of $125.00 will be due to Quote Masters if the Consumer schedules recurring services for frequencies from 1 x per week up to frequencies of 7x per week. A fee of $85.00 will be due to Quote Masters if the Consumer schedules an appointment for 1x or 2x per month with Service Provider. The Fee shall be paid to Quote Masters on or before the date of the first appointment between Consumer and Service Provider.


• The Fee is non-refundable unless Consumer cancels any scheduled appointment with Service Provider.
• Also, if customer requests for a reschedule and offers a different date and time than what was previously requested and accepted by the Service Provider, and if the Service Provider is not able to accommodate the new suggested date and time, the Service Provider will be offered a credit for the payment made for the lead.
• If you attempt to contact the customer before the scheduled meeting you will not receive credit no matter the outcome of your contact.
• Finally, if an “Act of God” such as earthquake, tornado, hurricane or any natural disaster causes appointment to be cancelled and a new meeting time is found by the consumer, but the service provider is unable to attend then a credit will be awarded.
4. Eligibility Requirements: Service Provider hereby represents, warrants, covenants, and agrees that, at the time of Lead Generation, it:
   • Possesses all applicable state and local licensing, registration, insurance, bonding, or other trade requirements to provide the work and/or services as described in the Lead;
   • Is willing and able to complete the work and/or services described in the Lead to Consumer’s satisfaction at the Consumer’s location;
   • Will abide by all applicable federal, state, or local laws, rules, and regulations;
   • Will maintain a completed Form W-9.


5. Provision of Services: Service Provider agrees to, at all times, perform the services obtained through the Lead Generation in a good and workmanlike manner, consistent with the best practices and highest level of service available in the relevant industry, and shall be solely and independently responsible for such performance. Service Provider shall commence performance of the work and/or services for a Consumer within the time frame agreed to between Service Provider and the Consumer. Notwithstanding the foregoing, all services performed for a Consumer shall be performed pursuant to a written contract between Service Provider and Consumer.


6. Publication and Distribution of Content: Quote Masters does not guarantee the accuracy, integrity, quality or appropriateness of any content transmitted to or through its website. Service Provider acknowledges that Quote Masters simply acts as a passive conduit and an interactive computer service provider for the publication and distribution of content posted by Service Provider or Consumer. Service Provider understands that all content posted on, transmitted through, or linked through Quote Masters’ website, are the sole responsibility of the person from whom such content originated. Service Provider further acknowledges that Quote Masters has no obligation to screen, preview, monitor or approve any content published by Service Provider, Consumer, or third party.


7. Representations by Service Provider: Service Provider hereby represents and warrants to Quote Masters that: (a) it has full power, authority, and legal capacity to execute and deliver this Agreement; (b) it is legally and properly licensed to and possesses all requisite licenses and permits to provide the work and/or services described in the Lead; and (c) none of its trademarks, service-marks, logo or other marks used in advertisements infringe or violate any other person’s or entity’s intellectual property rights.


8. Indemnification by Service Provider: Service Provider hereby agrees to indemnify, defend and hold harmless Quote Masters and its respective directors, managers, officers, stockholders, employees, agents, and insurers from and against any and all claims, demands, actions, losses, expenses, damages, liabilities, costs (including, without limitation, interest, penalties and attorneys’ fees) and/or judgments incurred or suffered by any of the indemnitees that result from or arise out of, directly or indirectly, (i) any breach of any representation and warranty made by Service Provider in this Agreement; (ii) any breach by Service Provider of any covenant or agreement under this Agreement; (iii) the failure to perform services for any Consumer of Quote Masters or any other persons; (iv) failure or refusal to honor any quote made to a Consumer; or (v) any negligence or willful misconduct by Service Provider.


9. Quote Masters’ Limitation of Liability: IN NO EVENT SHALL QUOTE MASTERS BE LIABLE TO YOU FOR LOSS OF PROFITS, LOSS OF BUSINESS OPPORTUNITY, INDIRECT DAMAGES, PUNITIVE DAMAGES, OR CONSEQUENTIAL DAMAGES OR SPECIAL LOSSES, WHETHER BASED UPON A CLAIM FOR BREACH OF WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL OR EQUITABLE CLAIM RELATING TO THIS AGREEMENT, THE RELEVANT GOODS OR SERVICES OR PERFORMANCE HEREUNDER.


10. Relationship of Parties: Subject to the terms of this Agreement, Service Provider shall be solely responsible for determining the manner and method by which it shall perform the work and/or services, and the setting and ultimate collection of its compensation that it charges a Consumer for the services, subject to the terms and conditions of its service contract with the Consumer. Quote Masters is not a general contractor, provider of services, or merchant of record and is acting solely in its capacity as a system administrator for Service Provider and Consumer for the purpose of enabling superior service and for marketing and advertising the services on Service Provider’s behalf. Nothing contained in this Agreement shall be deemed to constitute either party a partner, joint venturer or employee of the other party for any purpose.


11. Confidentiality: Service Provider agrees that the terms and conditions of this Agreement (“Confidential Information”) shall be held in strict confidence, for the mutual benefit of Service Provider and Quote Masters, and Service Provider shall not disclose any Confidential Information without the prior written consent of Quote Masters. Notwithstanding the foregoing, Service Provider may disclose Confidential Information only to the extent strictly necessary to comply with any order of a court of competent jurisdiction or as may otherwise required by applicable law.


12. Remedies: Service Provider agrees that the Confidential Information is important, material, confidential and gravely affects the effective and successful conduct of Quote Masters’ business and affects its value, reputation and goodwill. If Service Provider, including its employees and/or agents, should breach any provision of this Agreement, Quote Masters shall be entitled to obtain temporary and permanent injunctions, specific performances, costs, and reasonable attorney’s fees at all levels, including but not limited to appeals. Service Provider agrees that if it breaches any provision of this Agreement, it shall be conclusively presumed that irreparable injury would result to Quote Masters and there would be no adequate remedy at law. Notwithstanding the foregoing, this Agreement shall not limit the rights and remedies that Quote Masters otherwise has by law, equity or statute, including an action for damages, in which the prevailing party thereto shall be entitled to recover its reasonable attorney’s fees at all levels, including but not limited to appeals.


13. Assignment: This Agreement may not be assigned or otherwise transferred without prior written consent of Quote Masters.


14. Severability: If a court finds any provision of this Agreement invalid or unenforceable, the remainder of this Agreement shall be interpreted so as best to effect the intent of the parties.


15. Integration: This Agreement expresses the complete understanding of the parties with respect to the subject matter and supersedes all prior proposals, agreements, representations, and understandings. This Agreement may not be amended except in a writing signed by both parties.


16. Waiver: The failure by any party to insist upon or enforce any of its rights shall not constitute a waiver thereof by the party; and nothing shall constitute waiver of the party’s right to insist upon strict compliance with the provisions hereof.


17. Provisions Remaining in Effect: This Agreement and the terms herein survive any termination of the Agreement.


18. Binding Effect: This Agreement and the rights and obligations created hereunder shall be binding upon and inure solely to the benefit of the parties and their respective successors and permitted assigns, and no other person shall acquire or have any right under or by virtue of this Agreement.


19. Effective Date: The Effective Date of this Agreement shall be the date of execution by the last party whose signature is required hereto.


20. Counterpart Execution: This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.


21. Notices: Any notice expressly provided for or permitted under this Agreement shall be in writing, and shall be given personally or by U.S. certified mail (return receipt requested), and, if mailed, shall be deemed received by the party to be notified five (5) days after being deposited with the United States Postal Service, at its address set forth below:
    As to Quote Masters:
    8875 Hidden River Parkway,
    Tampa FL 33637
    
    As to Service Provider:

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22. Governing Law: This Agreement shall be construed and enforced in accordance with, and governed by, the laws of the State of Florida. Exclusive venue for any litigation arising under or in connection with this Agreement shall be Polk County, Florida, and the parties hereby waive their rights to assert venue in any other jurisdiction.


23. Headings: The headings of the paragraphs of the Agreement are inserted for convenience only and shall not be deemed to constitute a party hereof.
24. Refunds / Credits: Refunds / Credits can take from 5 to 7 business days.

IN WITNESS WHEREOF, the parties have executed this Agreement indicated below.