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Technological Platform Services Agreement

This Technological Platform Services Agreement (the "Agreement") is entered into and made effective as of the date of digital execution or physical signature below (the "Effective Date"), by and between Glossed'N Mobile Operations (together with its parent companies, subsidiaries, affiliates, and regional branches, hereinafter referred to as the "Company"), and the undersigned independent contractor service provider (hereinafter referred to as the "Contractor").

1. NATURE OF THE TECHNOLOGICAL PLATFORM

  • The Contractor explicitly acknowledges and agrees that the Company is a technological service provider that develops, maintains, and licenses a proprietary digital dispatch infrastructure, lead-generation pipeline, and routing software network (collectively, the "Platform").
  • The Company does not provide automotive detailing, washing, or maintenance services.
  • The Company's sole function is to act as a technological intermediary connecting independent third-party operators (Contractors) looking for vehicle maintenance routes with third-party customers looking to procure vehicle detailing services.

2. INDEPENDENT CONTRACTOR RELATIONSHIP & REVENUE SOVEREIGNTY

  • The relationship between the parties is strictly that of an independent contractor under IRS Form 1099 frameworks.
  • This Agreement does not create an employment relationship, joint venture, partnership, or agency between the Company and the Contractor.
  • The Contractor is under no obligation to utilize the Platform or accept any forwarded routing assignments.
  • The Contractor has the unilateral right to log on, log off, accept, ignore, or reject any automated dispatch broadcast in real-time through the mobile app without threat of penalty or termination.
  • The Contractor is not bound by any exclusivity restrictions.
  • The Contractor retains the absolute right to run their own independent detailing business, advertise private services, and utilize competing on-demand dispatch apps simultaneously, even while actively carrying out dispatches accepted on this Platform.

3. DYNAMIC COMPENSATION MATRIX & PIECE-RATES

  • The Company agrees to distribute a piece-rate fee to the Contractor for each successfully completed vehicle assignment.
  • The exact contract fee for each specific service tier (including but not limited to express cycles, standard packages, or wholesale configurations) shall be dictated entirely by the active "Company Rate Sheet" (attached hereto as Schedule A) or as explicitly displayed and broadcasted within the mobile application platform dashboard at the exact moment the assignment is accepted.
  • The Company reserves the right to modify, adjust, or update service rates, package definitions, and piece-rate payouts at its sole discretion to adapt to changing regional market conditions.
  • Continued acceptance of platform assignments by the Contractor constitutes absolute acceptance of the updated rate scales.
  • The Contractor assumes 100% personal responsibility for all federal, state, and local self-employment taxes, income tax liabilities, licensing, and mandatory insurance registrations.

4. SYSTEM INFRASTRUCTURE, SAFETY RULES & EQUIPMENT FEES

  • The Contractor is fully permitted to deploy their own professional detailing equipment, provided the rig passes a mandatory digital pre-authorization check with regional operations to guarantee surface safety.
  • If the Contractor opts into the Company’s hardware procurement program to secure a portable commercial fleet kit, the exact terms, total valuation of the hardware advance, and the recurring amortization/payback deductions shall be explicitly detailed on the attached Schedule A or within the platform onboarding profile.
  • The Contractor explicitly acknowledges and agrees that once their specific upfront equipment advance balance/debt is 100% fulfilled and reaches a zero ($0.00) balance, a continuous platform equipment usage and system maintenance fee shall automatically kick into effect.
  • This fee is a flat charge deducted per completed vehicle assignment, as defined in the active Schedule A Rate Sheet, to cover ongoing digital routing rights, backend administrative system infrastructure, and perpetual tool utility privileges.
  • To fulfill the Platform’s low-moisture environmental promise and ensure rapid 15-minute route turnaround times without risking neighborhood drainage or driveway flooding, the Contractor is strictly required to utilize professional-grade, hyper-concentrated, rinseless polymer cleaning solutions.
  • The Contractor must exclusively deploy chemical solutions that meet or exceed the technical specifications outlined on the Company’s Approved Materials List (attached hereto as Schedule B).
  • Utilizing unapproved high-foaming soaps, heavy detergents, or chemicals requiring high-volume water rinsing constitutes a material breach of contract and assumes 100% liability for any resulting local environmental run-off violations or driveway stains.

5. TECHNICAL SAFETY CEILING & INDEMNIFICATION

  • To protect client paint layers and clear coats from high-pressure stripping, the Contractor is strictly prohibited from utilizing any pressure wash equipment exceeding a maximum operating output of 1,300 PSI on client surfaces.
  • If the Contractor scales pressure thresholds or deploys unapproved heavy gas-powered commercial machinery above 1,300 PSI, the Contractor assumes 100% personal financial and legal liability for any resulting paint delamination or body damage.
  • The Contractor agrees to fully indemnify and hold harmless the Company against any client claims arising from a breach of this safety ceiling.

6. PLATFORM NON-CIRCUMVENTION (ANTI-STEALING PROTOCOL)

  • The Contractor acknowledges that all customer contacts, booking leads, and location coordinates generated through the Platform are the exclusive commercial property of the Company’s lead-generation network.
  • The Contractor is strictly prohibited from directly soliciting, pitching private off-app pricing, or circumventing the Platform to perform direct detailing services for any client, property manager, or dealership account originally introduced to the Contractor via the Company’s technology.
  • Breach of this non-circumvention clause constitutes material breach of contract and will result in immediate permanent platform deactivation and legal asset recovery.

7. MANDATORY INDIVIDUAL ARBITRATION AND CLASS-ACTION WAIVER

  • EXCEPT AS OTHERWISE PROVIDED BY APPLICABLE LAW, THE PARTIES AGREE THAT ANY AND ALL DISPUTES, CLAIMS, OR CONTROVERSIES ARISING OUT OF OR RELATING TO THIS AGREEMENT, THE PLATFORM, OR THE CLASSIFICATION OF CONTRACTOR STATUS, SHALL BE RESOLVED EXCLUSIVELY THROUGH FINAL AND BINDING INDIVIDUAL ARBITRATION, AND NOT IN A COURT OF LAW OR BEFORE A JURY.
  • THE CONTRACTOR AND COMPANY EXPRESSLY AGREE TO WAIVE ANY RIGHT TO BRING, JOIN, OR PARTICIPATE IN ANY CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION IN COURT OR IN ARBITRATION.
  • CLAIMS MAY NOT BE CONSOLIDATED WITH THE CLAIMS OF ANY OTHER INDEPENDENT CONTRACTOR OR OPERATOR ON THE PLATFORM.
  • This Arbitration Provision is governed strictly by the Federal Arbitration Act (FAA).

8. TERMINATION & 9. GOVERNING LAW

  • Either party may terminate this Agreement at any time, with or without cause, effective immediately upon digital notice.
  • Upon termination or platform deactivation, any outstanding hardware balances owed under an equipment advance track shall become immediately due, and any Company-owned digital credentials or outstanding proprietary tools must be immediately surrendered.
  • This Agreement shall be governed by, construed, and enforced in accordance with the laws of the State in which the commercial dispatches are actively performed.
  • If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

DIGITAL ACKNOWLEDGEMENT

By logging into the Glossed'N Dispatch Network, maintaining an active portal profile, and/or accepting digital routing assignments, the Contractor certifies that they have read, understood, and voluntarily agree to be bound by the piece-rate pay scales, technical safety caps, and independent equipment advance structures detailed within this contract.

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