Contractor Platform Agreement

1. Agreement and acceptance

This Agreement governs your access to and use of contractor-facing Rloop software, including dashboards, workflow tools, credential-management tools, communications, records, analytics, and related platform features.

You accept this Agreement by:

• creating or activating a contractor account;
• clicking an acceptance checkbox or button;
• joining an organization through Rloop;
• accessing contractor dashboard features; or
• continuing to use Rloop after receiving notice of updated terms.

This Agreement incorporates the Rloop Terms of Service, Privacy Policy, Community Guidelines, Cookie Policy, and other policies presented through the platform.

An organization may also require you to accept a separate contract governing services performed for that organization. Rloop is not a party to that separate contract unless expressly identified in a written agreement signed by Rloop.

2. Rloop’s role

Rloop is a software provider. Rloop supplies technology that organizations and contractors may use to coordinate and document independent service relationships.

Depending on the features enabled for an account, the platform may allow users to:

• create and maintain business profiles;
• upload licenses, certifications, insurance records, and other credentials;
• communicate with organizations;
• receive or review work opportunities;
• update workflow statuses;
• upload photographs and completion records;
• view business activity and analytics; and
• maintain records related to independent contractor operations.

Unless Rloop expressly agrees otherwise in a separate written contract, Rloop does not:

• employ or engage you to perform services;
• direct the means or methods of your work;
• determine your compensation;
• negotiate service contracts for you;
• guarantee work opportunities;
• collect customer payments for your services;
• hold or transfer contractor compensation;
• provide payroll services;
• provide tax withholding;
• guarantee the conduct of any organization, customer, or contractor.

Rloop’s involvement is limited to providing, supporting, securing, and administering the software platform and related subscription services.

3. Eligibility

To use a contractor account, you must:

• be at least 18 years old;
• have legal authority to accept this Agreement;
• provide accurate registration information;
• use the platform for lawful business purposes;
• maintain any authority required to conduct your business; and
• comply with this Agreement and incorporated policies.

If you accept this Agreement for a company or other entity, you represent that you are authorized to bind that entity.

4. Account registration and security

You must provide complete and accurate account information and keep that information current.

You are responsible for:

• maintaining the confidentiality of your login credentials;
• restricting unauthorized access to your account;
• using a strong and unique password;
• reviewing activity performed through your account;
• promptly updating inaccurate information; and
• notifying Rloop of suspected unauthorized access or security incidents.

You may not sell, transfer, share, rent, or provide your account to another person.

Rloop may require identity confirmation, multifactor authentication, document verification, password resets, or other security measures before permitting access to certain features.

5. Independent business status

Your use of Rloop does not create an employment, contractor, agency, partnership, franchise, joint venture, fiduciary, or representative relationship between you and Rosario Reyes Solutions LLC.

You operate your business independently and remain responsible for deciding:

• which organizations or customers to serve;
• which opportunities to accept or decline;
• your availability and operating schedule;
• your rates and contract terms;
• the lawful means and methods used to perform services;
• which tools, equipment, vehicles, and personnel to use; and
• whether to provide services through other platforms or business relationships.

You have no authority to enter agreements, make promises, incur obligations, provide warranties, issue refunds, or make representations on behalf of Rloop.

The legal relationship between you and an organization or customer is determined by the applicable agreement, the parties’ conduct, and applicable law. Rloop does not determine or guarantee your legal classification in those relationships.

6. Relationships with organizations

Organizations may use Rloop to invite contractors, review credentials, publish opportunities, assign workflows, exchange information, monitor progress, and maintain business records.

Any agreement for contractor services is entered into directly between you and the applicable organization or customer.

You are responsible for reviewing and understanding:

• the identity of the organization;
• the scope of requested services;
• compensation and payment terms;
• cancellation terms;
• insurance requirements;
• service standards;
• dispute procedures; and
• any separate contractor agreement provided by the organization.

Rloop is not responsible for promises, contracts, policies, instructions, payments, disputes, or representations made by an organization or customer.

7. Work opportunities and assignments

Organizations may use Rloop to display, publish, send, or manage potential work opportunities.

The appearance of an opportunity through Rloop does not mean that:

• Rloop is offering you employment;
• Rloop is hiring you to perform the work;
• Rloop has verified every job detail;
• Rloop guarantees the opportunity remains available;
• Rloop guarantees payment; or
• Rloop endorses the organization or customer.

You are responsible for independently evaluating each opportunity, organization, customer, location, scope, payment arrangement, safety condition, and legal requirement before accepting work.

Accepting, declining, cancelling, or completing a workflow through Rloop may create records visible to the applicable organization, but the underlying service obligations remain between you and that organization or customer.

8. Credentials and business information

Rloop may allow you to upload or enter business information such as:

• business names and registrations;
• professional or trade licenses;
• certifications and training records;
• insurance certificates;
• vehicle and equipment information;
• service areas;
• skills and experience; and
• expiration dates and credential statuses.

You represent that all submitted information and documents are authentic, complete, accurate, current, and lawfully provided.

You must promptly update information when a credential expires, is suspended, is revoked, is cancelled, becomes inaccurate, or no longer applies to your business.

Rloop or an organization may review credentials, request updated documents, record expiration dates, or restrict platform workflows based on credential information.

A status, badge, label, review, approval, or verification indicator displayed through Rloop is an administrative software record. It is not a government certification, legal opinion, warranty, endorsement, or guarantee that you are qualified for any particular service.

9. Workflow-management tools

Rloop may provide tools for tracking business workflows, including:

• pending opportunities;
• accepted work;
• scheduled dates and service windows;
• travel, arrival, and progress statuses;
• photographs and attachments;
• completion confirmations;
• organization communications;
• contractor activity records; and
• business analytics.

You must use workflow tools honestly and may not submit false, misleading, manipulated, premature, or inaccurate status updates.

Workflow statuses are software records and do not independently establish that work was legally or satisfactorily completed, that compensation is due, or that an organization has accepted the work.

Organizations may establish their own procedures for assigning, reviewing, approving, rejecting, or closing workflows.

10. Records and documentation

You are responsible for ensuring that information submitted through Rloop is accurate and appropriate for the applicable business purpose.

Records may include:

• status changes;
• timestamps;
• photographs;
• notes and messages;
• completion confirmations;
• uploaded documents;
• organization approvals; and
• other business activity associated with your account.

You may not upload fabricated records, altered documents, misleading photographs, unauthorized personal information, malicious files, or content that violates another person’s rights.

Rloop is not your official accounting, tax, licensing, payroll, insurance, employment, or legal recordkeeping system. You should maintain independent copies of records required for your business.

11. Platform communications

Rloop may provide messaging, notification, email, or other communication tools between contractors and organizations.

You agree to use these tools only for legitimate business purposes and may not:

• send unlawful, threatening, deceptive, or harassing messages;
• distribute spam or unauthorized advertising;
• impersonate another person or business;
• transmit malicious files or code;
• request passwords or sensitive account credentials;
• use platform communications to violate applicable law or another agreement.

Rloop may retain, process, or review communications as reasonably necessary to operate the platform, investigate misuse, provide support, enforce agreements, protect users, or comply with law.

12. Payments and contractor compensation

Rloop does not process payments from organizations or customers to contractors under this business model.

Compensation for services is determined, negotiated, invoiced, collected, disputed, and paid directly between you and the applicable organization or customer.

Rloop does not:

• set contractor rates;
• calculate wages;
• collect customer service payments;
• hold contractor funds;
• distribute contractor payouts;
• guarantee payment;
• resolve payment disputes as a financial intermediary;
• provide escrow services; or
• provide payroll or wage-payment services.

Amounts, earnings estimates, payment statuses, or financial information entered or displayed through the platform may be provided by users for organizational and recordkeeping purposes only.

Displaying an amount or status through Rloop does not create a payment obligation for Rloop and does not guarantee that any amount is accurate, approved, collectible, or payable.

13. Taxes and business expenses

You are responsible for determining and satisfying all tax, reporting, registration, accounting, and recordkeeping obligations associated with your business and compensation.

The organization or customer that pays you is responsible for determining whether it has any reporting, withholding, or information-return obligations.

Unless separately agreed with an organization or customer, you are responsible for your business expenses, including:

• labor;
• tools and equipment;
• vehicles and transportation;
• fuel;
• insurance;
• licenses and permits;
• mobile and internet service;
• professional services;
• taxes; and
• other operating expenses.

Rloop does not provide tax, accounting, financial, employment, insurance, or legal advice.

14. Licenses and legal compliance

You are responsible for identifying, obtaining, and maintaining all licenses, permits, registrations, certifications, insurance, and legal authority required for your business and services.

Requirements may include:

• business registrations;
• local business licenses;
• professional or trade licenses;
• contractor licenses;
• vehicle and driver credentials;
• insurance coverage;
• environmental or disposal permits;
• occupational-safety requirements;
• employment and labor obligations; and
• tax registrations and filings.

Access to Rloop, acceptance by an organization, or display of a credential through the platform does not replace any government license, professional determination, insurance requirement, or legal obligation.

15. Employees, helpers, and subcontractors

You are solely responsible for any employees, helpers, subcontractors, or other personnel used in connection with your business.

Your responsibilities may include:

• selecting and supervising personnel;
• verifying qualifications;
• confirming legal work authorization;
• paying compensation;
• handling payroll and taxes;
• maintaining workers’ compensation or other required insurance;
• complying with labor and safety laws; and
• accepting responsibility for their acts and omissions.

You may not allow another person to use your Rloop account. Separate authorized users must use their own credentials or organization-approved access.

16. Safety and service performance

Rloop does not control or supervise the physical performance of contractor services.

You are responsible for:

• independently evaluating worksite conditions;
• using appropriate tools and protective equipment;
• maintaining safe vehicles and equipment;
• following applicable safety requirements;
• stopping work when conditions are unsafe;
• properly training and supervising personnel;
• reporting incidents to the applicable organization or authority; and
• obtaining appropriate insurance coverage.

Workflow instructions entered by an organization do not replace your independent professional judgment, safety obligations, licensing requirements, or duty to refuse unlawful or unsafe work.

17. Organization and customer information

You may receive nonpublic information through Rloop, including names, addresses, contact details, property information, job details, access instructions, photographs, messages, pricing information, and business records.

You may use this information only as reasonably necessary for an authorized business relationship or workflow.

You may not:

• sell or commercially distribute the information;
• use it for unrelated marketing;
• disclose it to unauthorized persons;
• publish private service information;
• access property outside an authorized scope;
• retain information longer than reasonably necessary; or
• use it for fraud, harassment, surveillance, discrimination, or another unlawful purpose.

You must use reasonable safeguards to protect confidential and personal information accessible through your account.

18. Data, privacy, and submitted content

Rloop processes account, credential, workflow, device, usage, communication, and other information as described in the Rloop Privacy Policy.

You retain ownership of content you lawfully submit through the platform.

You grant Rloop a nonexclusive, worldwide, royalty-free license to host, store, copy, process, transmit, display, format, and use submitted content as reasonably necessary to:

• operate the platform;
• provide requested features;
• share information with authorized organizations;
• provide technical support;
• maintain security;
• investigate misuse;
• enforce agreements; and
• comply with legal obligations.

You represent that you have all rights, permissions, and legal authority necessary to submit content and permit its processing.

You must not upload highly sensitive information unless the platform specifically requests it and you are authorized to provide it.

19. Acceptable conduct

You must use Rloop professionally, honestly, and lawfully.

You may not:

• provide false or fraudulent information;
• impersonate another person or business;
• submit altered credentials;
• falsify workflow activity;
• harass, threaten, or discriminate against another user;
• interfere with platform operations;
• access another user’s account or data;
• scrape, harvest, or extract platform data without authorization;
• upload malware or harmful code;
• attempt to bypass security controls;
• use automated systems without authorization;
• misuse personal or confidential information;
• use Rloop for unlawful services or activity; or
• assist another person in violating this Agreement.

You must also comply with the Rloop Community Guidelines and any lawful organization-specific access rules.

20. Intellectual property and branding

Rosario Reyes Solutions LLC owns or licenses the Rloop platform, software, workflows, databases, designs, documentation, interfaces, branding, names, logos, and related intellectual property.

Subject to this Agreement, Rloop grants you a limited, revocable, nonexclusive, nontransferable, and nonsublicensable right to use authorized contractor features for legitimate business purposes.

You may not:

• copy, modify, or create derivative software;
• reverse engineer platform technology;
• remove proprietary notices;
• resell or sublicense platform access;
• use Rloop branding without authorization;
• claim to represent Rloop;
• register confusingly similar names, domains, trademarks, or social accounts; or
• use platform materials to create a competing copy of Rloop.

No ownership interest in Rloop intellectual property is transferred to you.

21. Platform availability and changes

Rloop may add, modify, limit, suspend, replace, or discontinue platform features.

Platform access may be interrupted by:

• maintenance;
• software updates;
• hosting or network failures;
• third-party service failures;
• security incidents;
• events outside Rloop’s reasonable control; or
• account or organization restrictions.

You are responsible for maintaining independent business continuity procedures and copies of important records.

22. Suspension and restricted access

Rloop may suspend or restrict account access when reasonably necessary to:

• investigate suspected fraud;
• address security risks;
• protect users or platform data;
• respond to expired or disputed credentials;
• investigate unauthorized account access;
• prevent unlawful activity;
• enforce this Agreement;
• comply with legal obligations; or
• address material platform misuse.

An organization may also remove your access to that organization’s workspace or workflows.

Removal from an organization workspace does not necessarily terminate your entire Rloop account, unless account-wide action is also required.

23. Term and termination

This Agreement begins when you accept it and continues while you maintain or use a contractor account.

You may stop using Rloop and request account closure subject to applicable retention, security, dispute, and legal requirements.

Rloop may terminate or disable access for:

• material breach of this Agreement;
• fraud or misrepresentation;
• unauthorized account access;
• unlawful activity;
• serious security or safety concerns;
• repeated platform misuse;
• legal or regulatory requirements;
• discontinuation of relevant services; or
• another lawful reason consistent with this Agreement.

Termination of Rloop access does not terminate, resolve, or modify separate contracts, payment obligations, disputes, or liabilities between you and an organization or customer.

24. Disclaimers

To the fullest extent permitted by law, Rloop is provided on an “as is” and “as available” basis.

Rloop does not guarantee:

• uninterrupted or error-free access;
• any minimum amount of work;
• any minimum income or business result;
• the accuracy of user-submitted information;
• the qualifications of any contractor;
• the legitimacy or reliability of any organization or customer;
• payment by an organization or customer;
• satisfactory completion of any service;
• the safety of any worksite;
• the enforceability of user agreements; or
• that the platform will satisfy every business, legal, licensing, insurance, accounting, or regulatory requirement.

You are responsible for conducting appropriate business, legal, safety, insurance, credential, and payment due diligence.

25. Limitation of liability

To the fullest extent permitted by law, Rosario Reyes Solutions LLC and its members, managers, employees, contractors, affiliates, licensors, and service providers will not be liable for indirect, incidental, special, exemplary, punitive, or consequential damages arising from or related to:

• your use or inability to use Rloop;
• lost work opportunities;
• lost revenue, profit, data, or goodwill;
• organization or customer conduct;
• contractor services;
• payment disputes;
• property damage or personal injury;
• inaccurate user-submitted information;
• unauthorized account access; or
• third-party products, services, or systems.

To the fullest extent permitted by law, Rloop’s aggregate liability arising from this Agreement or your use of contractor features will not exceed the greater of:

1. the amount you personally paid directly to Rloop for contractor platform access during the three months before the event giving rise to the claim; or
2. one hundred United States dollars.

These limitations do not apply to liability that cannot lawfully be excluded or limited.

26. Indemnification

To the fullest extent permitted by law, you agree to defend, indemnify, and hold harmless Rosario Reyes Solutions LLC and its members, managers, officers, employees, affiliates, agents, licensors, and service providers from claims, damages, liabilities, penalties, losses, costs, and reasonable legal fees arising from or related to:

• your breach of this Agreement;
• your business operations;
• services performed or offered by you;
• your agreements with organizations or customers;
• your compensation or payment disputes;
• your personnel;
• bodily injury, death, property damage, theft, environmental harm, or other loss caused by you or your personnel;
• your tax, wage, licensing, insurance, or regulatory obligations;
• content or information submitted through your account;
• unauthorized use or disclosure of information; or
• your violation of another person’s rights.

This section does not require indemnification for liability that applicable law places solely on Rloop and prohibits Rloop from transferring.

27. Disputes and governing law

Before filing a formal claim against Rloop, you agree to send a written dispute notice describing:

• your identity and account;
• the relevant events;
• the legal or contractual basis of the dispute;
• supporting records; and
• the requested resolution.

The parties will attempt in good faith to resolve the dispute informally for at least 30 days unless emergency relief is reasonably necessary.

This Agreement is governed by the laws of the State of California, without regard to conflict-of-law rules, except where federal law or another mandatory law applies.

This Agreement does not currently require mandatory arbitration and does not waive any right that cannot lawfully be waived.

28. General provisions

Entire agreement

This Agreement and the incorporated Rloop policies constitute the agreement between you and Rloop concerning contractor platform access.

Agreements between you and an organization or customer are separate and do not modify Rloop’s obligations unless Rloop expressly agrees in a signed writing.

Changes

Rloop may update this Agreement prospectively. Material changes may be communicated through the platform, email, account notices, or another reasonable method and may require renewed acceptance.

Severability

If any provision is held invalid or unenforceable, it will be enforced to the maximum lawful extent, and the remaining provisions will continue in effect.

No waiver

Failure to enforce a provision is not a waiver of that provision or any future enforcement right.

Assignment

You may not assign or transfer this Agreement or your account without written authorization from Rloop.

Rloop may assign this Agreement in connection with a merger, financing, reorganization, sale, acquisition, or transfer of all or part of the platform or business.

Electronic communications

You consent to receiving agreements, disclosures, notices, account messages, security alerts, and other communications electronically.

Electronic acceptance

Electronic acceptance, checkbox acceptance, account-based acceptance, or another valid electronic method has the same effect as a physical signature to the extent permitted by law.

Force majeure

Rloop will not be responsible for delay or failure caused by events outside its reasonable control, including natural disasters, utility failures, network outages, labor disputes, government action, war, civil unrest, cyberattacks, or third-party service interruptions.

Survival

Provisions concerning payments, taxes, confidentiality, data, intellectual property, disclaimers, liability, indemnification, disputes, and other provisions intended by their nature to survive will remain effective after termination.