HailOne® Worker Agreement
WITH PDRONE® LLC D/B/A HAILONE® AND ITS AFFILIATED COMPANIES
This agreement (referred to herein as the “Agreement”) is made by and between Luke Casillas and PDRONE LLC, d/b/a Dents & Dings, d/b/a Hailone and any of its affiliated companies (collectively referred to herein as the “Company”), with a principal place of business in San Antonio, Texas, and the undersigned sub-contractor or employee (referred to herein as the “Worker”), effective the date the Worker signs this Agreement.
WHEREAS, Company is primarily in the business of providing, through employees and through independent contractors, (a) paintless dent repair services, (b) the manufacture, design and sales of tools related to paintless dent repair and (c) related commercial and residential sales and services; and
WHEREAS, Worker desires to perform paintless dent repairs services, glass work or other sales or services for pay under the auspices of Company.
NOW, THEREFORE, in consideration of the mutual promises herein contained and for other good and valuable consideration, the receipt of which hereby acknowledged, the undersigned parties hereby agree as follows:
I. WORKER STATUS
Worker status is that of:
INDEPENDENT CONTRACTOR or EMPLOYEE.
If Worker is an employee, his/her employment status is “at-will,” and is entitled to the benefits set out in writing by the Company at the time of hire. If worker is an independent contractor, Company shall not provide any tools, benefits (direct or fringe) for Independent Contractor Worker and will only schedule Independent Contractor Worker for specific projects and only under general scheduling time lines. Worker agrees to sign and deliver to Company such additional documentation as Company may reasonably propose to further document Worker’s employee or independent contractor status.
Worker agrees to perform services pursuant to this Agreement for Company. Worker agrees to comply with the Company rules and practices, as applicable, set forth as Exhibit “A” hereto, which document is titled “PDRONE LLC, Rules and Practices #7218.”
Employee Worker shall be paid agreed amount of Company’s collections from its customer for each vehicle fully repaired by that Employee Worker for that customer minus any additional cost (including but not limited to materials) needed to perform such repair. Independent Contractor Worker shall be paid agreed amount of Company’s collections from its customer for each vehicle fully repaired by that Independent Contractor Worker for that customer minus any additional cost (including but not limited to materials) needed to perform such repair. If more than one worker performs work on a vehicle, Company will prorate the above compensation between such’ workers in good faith to roughly reflect the proportion of the work that each performs, and such allocation shall be conclusive, absent bad faith or manifest injustice. As a Worker, Worker understands and agrees that at this rate of pay, the Company is not assuming or agreeing to pay or otherwise compensate Worker for any of his/her costs or expenses incurred.
IV. DISCLOSURE OF CUSTOMERS
Company agrees to disclose to Worker the identity of Company customers desiring paintless dent repair services and other sales or services to be provided, which customers have agreed to obtain such services from Company. Worker acknowledges that this is very valuable information in the Company’s business, in which incremental business opportunities tend to be based upon but not limited to vehicle dealer inventory damaged by hailstorms. Worker also acknowledges that such customers initially prefer to contract with a Company offering more resources than a single or few repair technicians and that such initial preference should allow and promote such customer to utilize the Company for further and/or future work.
Worker promises that he/she shall not contract directly with or serve as subcontractor, or employee to another legal person or entity, to perform paintless dent repair services or other sales or services provided by the Company for any customer of Company for a period of thirty-six (36) months following completion of Company’s most recent delivery of services to such customer of Company, whether or not Worker has himself performed services for that customer. Worker acknowledges that the foregoing limitation is reasonable and appropriate, and understands that the Company is relying on this non-compete in hiring Worker and disclosing to Worker its confidential and proprietary information.
VI. CONFIDENTIAL INFORMATION
This Agreement shall govern the conditions of disclosure by Company to Worker of certain “Confidential Information” including but not limited to prototypes, tools, drawings, data, customer lists, Company procedures, trade secrets, software, processes and intellectual property. Worker promises to safeguard the information from others. Worker shall not directly or indirectly acquire any interest in, or design, create, manufacture, sell or otherwise deal with any item or product, containing, based upon or derived from the Confidential Information, except as may be expressly agreed to in writing to Company. The confidentiality and secrecy obligations of Worker with respect to the Confidential Information provided by or through the Company shall continue from the effective date hereof through a period ending thirty-six (36) months from the date of this Agreement termination with the Worker. Company will be entitled to obtain an injunction to prevent threatened or continued violation of this Agreement but failure to enforce this provision will not be deemed a waiver of this Agreement.
VII. BENEFITS FOR EMPLOYEES
The Company offers benefits to Employee Worker. The Company offers no benefits to Independent Contractor Worker. If the Company offers further employee benefits to its employees after the effective date of this Agreement, the provision of same does not guarantee their offer to Employee Worker unless expressly in writing, and Company reserves the right to withdraw any particular further benefits offered after the effective date of this Agreement, at its discretion.
VIII. FIRST RIGHT OF REFUSAL
The Company has first right of refusal of business from its previous and current customer(s) in the event Worker is ever in the position of offering his/her services to such customer either directly or indirectly. In the event of such circumstance, Worker is to contact appropriate management of Company for written approval for such action.
NOTICE: The parties agree that any legal action arising out of or related to this Agreement or legal action regarding transactions between the parties hereto shall be brought only in a state or federal court of competent jurisdiction in Bexar County, Texas. Worker waives his/her rights to a jury trial in any such Court matter. Worker expressly and voluntarily consents to the personal jurisdiction of the Courts of the State of Texas relating to this Agreement. The prevailing party in any such action shall be entitled to recovery of attorney’s fees, expenses and costs of court.
A. Quality of Repairs.
1. Repairs are to be done to 100% completion unless authorized by an approved customer representative.
2. Drilling holes is not allowed on any vehicle(s) repaired for insurance companies with which Company has an agreement(s) not to drill holes; this includes and is not limited to State Farm and USAA.
3. If holes are allowed to be drilled for access, or significant scratches through the e-coat are made, they are to be rust protected by using an approved method such as touch-up paint, filling hole(s) then using touch-up paint, protective wax, and undercoating.
4. Any part(s) broken or damaged must be either repaired using permanent methods (hot glue is not permanent) or replaced with a new part.
B. IF THERE ARE ANY COMEBACKS FOR BAD REPAIR AND/OR BROKEN PARTS CAUSED BY WORKER REPAIR(S), WORKER(S) WILL BE BILLED (OR THE COMPANY MAY OFFSET ANY MONIES OWED TO WORKER) FOR THE REPAIRS NEEDED AND ANY ADDITIONAL COST OR ALLOWANCES FOR THE INCONVENIENCE OF CUSTOMER(S) IN QUESTION.
1. There will be no use of bad or offensive language around or near customer(s).
2. Workers will always respect and care for customer(s) vehicle(s), property, and personal information.
D. Time and Hours Worked.
1. Employee Worker work will be performed within the normal business hours of the location where the work is being performed.
2. Depending upon work load, extra hours by Employee Worker either before or after normal business hours of the location where the work is being performed will be required to keep up with repairs at location(s) working.
3. Employee Worker – work on weekends may also be required.
1. Clothing should be appropriate for the requirements of the job.
2. No sleeveless shirts are allowed during normal working hours.
3. Anyone dealing with customers directly must wear a Company issued logoed shirt, but if not available, then a collared shirt.
F. Thievery or Damages.
1. Theft of property from customer(s) is prohibited.
2. Attempt or action of: stealing of account(s) or property, damaging reputation, damaging property or performing work other than for Company at or for account(s) of Company, directly or indirectly, is not tolerated and Worker will be billed for all repairs or damages incurred as a result of Worker’s action or attempt.
G. Any noncompliance of these rules may cause termination of Worker’s relationship with Company. Worker understands that he/she will be paid only as accounts receivable from customers are paid. Worker will not be paid on any vehicle repair that does not have an invoice billed to such vehicle and Worker will not be paid on an invoice without the proper information needed for proper billing (this includes the VIN#, RO#, PO# and customer’s name.)
H. IN THE EVENT OF DAMAGES TO COMPANY OR ITS CUSTOMER(S) CAUSED IN WHOLE OR IN PART BY WORKER, WORKER AGREES THAT COMPANY HAS EVERY RIGHT TO HOLD ANY MONEY AND MATERIAL THAT BELONGS TO WORKER UNTIL COMPANY IS FULLY COMPENSATED FOR ALL ITS DAMAGES.
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the date and year set out below the signature lines as designated.
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Document Name: HailOne® Worker Agreement
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