Worker Agreement &
Professional Commitments

Independent Contractor Services Agreement

These terms and conditions ("Agreement") govern the relationship between you ("Contractor") and Trade Time LLC. ("Trade Time") regarding your use of Trade Time's platform to find and perform work opportunities. By accepting this Agreement, you agree to be bound by its terms and conditions.

1. Independent Contractor Status

Contractor acknowledges that they operate an independent business and are not an employee of Trade Time, Inc. ("Trade Time"). Trade Time does not control the manner or means in which work is performed. Contractor is solely responsible for all taxes, insurance, licenses, equipment, and business expenses. Trade Time does not provide benefits, workers’ compensation, unemployment insurance, or payroll withholding. Nothing in this Agreement guarantees any minimum amount of work.

2. Relationship Structure

Trade Time coordinates introductions between Contractors and businesses (“Clients”). Trade Time charges Clients a separate service fee in addition to the Contractor’s agreed labor rate. Contractor agrees that Trade Time’s service fee is separate from Contractor compensation, Contractor has no claim to Trade Time’s fee, and Contractor will not interfere with Trade Time’s fee arrangement.

3. Acceptance of Work

Contractor is free to accept or decline any work opportunity offered through the platform. Once a shift is accepted, it constitutes a binding commitment. Failure to complete an accepted shift may result in payment forfeiture, recovery of replacement costs, suspension, or termination of access to future work opportunities. Trade Time reserves sole discretion in determining material failure.

4. Payment Terms

Contractor will be paid the agreed labor rate for completed and undisputed shifts. Contractor must accurately report all time worked. Payment may be withheld pending investigation of disputes and is contingent upon Client payment to Trade Time. If a Client disputes work quality, refuses payment, issues a chargeback, or fails to pay, Trade Time may delay payment, proportionally adjust payment, or recover previously issued payments if funds are reversed. Contractor agrees Trade Time may offset amounts owed from future payments.

5. No Circumvention / Direct Hiring Protection

Contractor agrees that for twelve (12) months following introduction to a Client through Trade Time, Contractor will not directly contract with the Client, accept payment outside of Trade Time, or bypass Trade Time’s service fee without written consent. If Contractor violates this provision, Contractor agrees to pay Trade Time either thirty percent (30%) of total compensation earned from that Client during the violation period or $5,000 in liquidated damages, whichever is greater. Contractor acknowledges this amount represents a reasonable estimate of damages and not a penalty.

6. Equipment & Expenses

Contractor is responsible for providing all tools, transportation, and materials required for the work unless otherwise agreed in writing. Trade Time bears no responsibility for tool damage, travel costs, vehicle costs, or equipment theft.

7. Insurance & Liability

Contractor agrees to maintain all legally required insurance and assumes full responsibility for personal injury, property damage, workplace incidents, and third-party claims arising from their work. Contractor agrees to indemnify and defend Trade Time against claims arising from Contractor conduct, classification disputes, tax liabilities, regulatory penalties, and Client disputes related to Contractor’s work. Trade Time may deduct indemnity amounts from Contractor payments.

8. Deactivation Rights

Trade Time may suspend or terminate Contractor access to the platform for no-shows, repeated cancellations, client complaints, unsafe conduct, fraud, misrepresentation, background check failure, or any conduct damaging to Trade Time’s business. Determinations are made at Trade Time’s reasonable discretion.

9. Limitation of Liability

To the fullest extent permitted by law, Trade Time shall not be liable for lost income, lost opportunities, indirect damages, or consequential damages. Trade Time’s maximum total liability under this Agreement shall not exceed the total labor fees paid to Contractor during the preceding ninety (90) days.

10. Arbitration & Class Waiver

Any disputes arising under this Agreement shall be resolved through binding individual arbitration. Contractor waives any right to a jury trial, class action, or collective arbitration. Arbitration shall occur in the state where services were performed.

11. Termination

This Agreement remains in effect until terminated. Trade Time may terminate this Agreement immediately for material breach. Provisions relating to indemnification, non-circumvention, arbitration, and limitation of liability shall survive termination.