Caregiver/Agency Contract Nooga Nannies (“Agency”) is a nanny referral agency that screens and refers childcare providers (“Caregiver”) to potential employing families (“Family” or “Families”). The Caregiver signing this document has contacted the Agency in regards to seeking placement with a Family. This Agency/Caregiver Agreement (“Agreement”) has been made on the date below between the Agency and the undersigned Caregiver. I. RESPONSIBILITIES A) Agency The Agency has reviewed the Caregiver’s application and has approved the Caregiver. The Caregiver has been contacted for a phone interview, and a personal interview has been scheduled. The Agency will verify the Caregiver’s work eligibility and past employment and education, as well as perform a reference check, background check, and motor vehicle check. The Agency will use the information provided by the Caregiver, as well as background check, motor vehicle check, and any other document deemed necessary by the Agency to decide if the Caregiver is suitable for placement. B) Caregiver i.) The Caregiver has completed the application to the best of his/her knowledge, providing true and accurate information. The caregiver acknowledges that all references provided will be contacted, and the Caregiver will present a government-issued ID and social security card to the Agency. The Caregiver will present himself/herself to all scheduled and confirmed interviews with a Family, unless a notice is given. ii.) The Caregiver accepts and understands that a thorough background check and motor vehicle check is required before the placement process can begin. This information will be made available to the Family. Please initial here stating that you have read, understand, and agree to the above procedures._______ II. NO GUARANTEE POLICY The Caregiver acknowledges and agrees that, while the Agency will use its best efforts to place the Caregiver, employment is not guaranteed. The Caregiver understands that employment is ultimately based on the hiring decisions of a Family. III. TERM This Agreement will be enforced from the date signed until terminated by either party. The Agency may terminate the Agreement at any time, without cause, but with notice to the Caregiver. The Caregiver may terminate the Agreement at any time with 2 week written notice to the Agency. IV. COMPENSATION The Caregiver will be employed by the Family and will thus decide the amount that he/she will charge for his/her services and will notify the Agency of such rate(s) and any changes. The Agency will provide rate information to Families, but the Caregiver is responsible for agreeing on a placement rate with a Family. The rate agreed upon by Caregiver and Family may be less or more than the initially establish amount. The Caregiver understands that the Agency is, at no time, responsible for payment to the Caregiver for the Caregiver’s services. The Family is solely responsible for the Caregiver’s wages for his/her service. The Agency is not responsible for any payments to the Caregiver if Family fails to pay for any reason. V. RELATIONSHIP BETWEEN THE PARTIES A.) The Caregiver understands and agrees that the Agency is not the Caregiver’s employer. The Caregiver and the Family will define the Caregiver’s services, and the Family will provide any necessary equipment to perform these services. The Agency’s relationship with the Caregiver is one in which the Agency will provide referrals to Families in order to provide the Caregiver employment. There is no guarantee of the Caregiver’s employment by a Family. B.) The Caregiver understands and agrees that upon employment by a Family, he/she will be an employee of the Family; therefore, the Caregiver/Family must be responsible for compliance with all Federal, State, and local income tax laws. VI. OTHER AGENCIES The Caregiver is free to work for any other nanny referral agency with no resulting penalties. VII. CONFIDENTIALITY, NON-SOLICITATION, AND THEFT OF SERVICES A.) Occasional Services The Caregiver will only provide services to a Family through the Agency. and will only accept additional work requests from a Family through the Agency. The Caregiver will at no time solicit work from a Family registered with the Agency during the terms of this Agreement. B.) Permanent Placement Services The Caregiver may only accept additional work requests through the Agency. At no time during this Agreement may the Caregiver solicit work from a Family registered with the Agency. Once a Caregiver’s contract with a Family is completed, the Caregiver may choose to continue this Agreement in search of another Family or terminate its terms. C.)Theft of Services Violation of this provision shall constitute a Theft of Services and will result in the Caregiver to a $500 charge in liquidation damages. THE PARTIES AGREE THAT THE DAMAGES SET FORTH IN THIS SECTION ARE LIQUIDATED DAMAGES AND NOT PENALITES AND THAT THEY ARE REASONABLE IN LIGHT OF THE HARM THAT WILL BE CAUSED BY ANY CLAIM, THE DIFFICULTIES OF PROOF OF LOSS, AND THE INCONVENIENCE AND INFEASIBILITY OF OTHERWISE OBTAINING AN ADEQUATE REMEDY. VIII. INCORPORATED DOCUMENTS The Caregiver’s application and the Nanny/Client Agreement, if applicable, are incorporated to this Agreement by this provision. In addition, any Agency policies and/or handbooks that are currently in place or are later adopted by the Agency are incorporated to this Agreement by this provision. IX. DISPUTES The laws of the United States and the State of Tennessee will govern this Agreement. Any disputes, claims, or causes of action arising out of or in connection with this Agreement or any services herein, will be subject to the exclusive jurisdiction of the state and federal courts located in Chattanooga, Tennessee, although the parties may agree to arbitration. Furthermore, the prevailing party will be entitled to recover all attorneys’ fees, expert fees, non-judicially recoverable costs and court costs associated with the dispute. In any event, if any dispute arises under this Agreement, the parties agree that a good-faith attempt to resolve the dispute shall be made at a meeting at a neutral site with a neutral third-party mediator, prior to the filing of any lawsuit. X. INDEMNIFICATION Caregiver shall fully defend, indemnify, and hold harmless Agency, and its members, agents, and employees from and against any third party claim, cause of action, demand, proceeding, liability, including attorney’s fees and costs arising from or related to Caregiver’s actions while performing services under this Agreement or as the result of any breach or claim of breach of this Agreement or negligence. XI. MISCELLANEOUS This agreement is the exclusive statement between parties and it supersedes all other written or oral agreements made between parties. No provisions may be modified or changed in any way without the written consent of all parties. A photocopy of this signed Agreement has the same authority as the original. I have read the foregoing statements and agree to these terms and conditions. Caregiver Signature: _____________________________________ Printed Name: _____________________________________ Agency Signature: _____________________________________ Courtney Hudson Date_________________ Date_________________