Independent Contractor Agreement.

Independent Contractor Agreement

BARE Mystery Shopper Agreement and Application

This agreement will govern the relationship between you, an independent contractor, herein referred to as an ‘Evaluator’, and Bare Associates International Inc.

BARE is engaged in the business of developing customer insight programs for its clients that generate, among other things, mystery shopper reports and audit findings, using varying methods such as on-site visits, telecommunication, web-based and intercept interviews.

You represent that, in rendering mystery shopping services, you (i) are self-employed, (ii) are engaged in an independent business or occupation, (iii) hold yourself out to the public as independently competent and available to provide your services, (iv) maintain a business or home office and/or address that is separate and apart from BARE, and (v) do not rely exclusively on BARE for obtaining projects.

The reports that are generated from the programs we develop are provided to our clients for the purpose of determining operational successes and opportunities for improvement in such areas as service, sales, product presentation, facility maintenance, and other specifics of the client’s operations and personnel.

Evaluator agrees to the following terms and conditions in accepting projects from BARE:

RELATIONSHIP: Evaluator understands that they operate as an independent contractor. Evaluator is responsible for her/his own liability and workman’s compensation and as applicable automotive insurance, and holds BARE and its affiliates harmless while performing services on projects obtained hereunder. There is NO employer – employee relationship. Any federal, state, country and other applicable taxes WILL NOT be withheld from payments or reimbursements distributed by BARE. In the US only, a 1099 will be issued to facilitate appropriate reporting of income Evaluator receives hereunder for services performed of $600 or more in any calendar year.

PROJECTS: Project opportunities are offered by varying means on an as needed, rotating basis. Evaluator may choose to accept or reject any proposed project. You agree and understand we have the option and choice to ask for your services as an independent contractor in performing said services, or not. You, in turn, have the right to accept or not to accept any project posted.

ETHICAL CONDUCT: To ensure compliance with ethical requirements governing this industry, YOU MAY NOT be currently employed by any business that you shop. In addition, you may not have been employed during the past year at any business you shop. Please be sure that you do not accept any projects associated with your current or former employer. Doing so will be in direct conflict with this agreement.

COMPENSATION:

USA/CANADA – Fees for services performed and reimbursement for allowable expenses will be distributed by mailed paper check or electronic payment on approximately the 18th of the month following the month in which projects were properly completed and received according to project requirements. Please note that the maximum allowable electronic payment is $600.00. For amounts that exceed that, a mailed paper check will be issued. Evaluators who opt for mailed paper checks should allow sufficient time for the postal service to deliver from Virginia (5-10 business days is recommended depending on your location). If you are expecting a mailed paper check and do not receive it after waiting sufficient time, please report the lost check to us as soon as possible at payoutinquiry@bareinternational.com and ALWAYS within 90 days of the date you were expecting it. If you believe your check has been lost in the mail, it can be re-issued right away for a $30 stop-payment fee (usually deducted from the reissued check), or you may opt to wait for the check to become invalid (180 Days) and it will be reissued to you with no fee. Finally, we would like to remind you that we have an electronic payment option available that avoids all possibility of paper checks being lost in the mail. To enroll in electronic payments, please go to the “Additional Information” section in your evaluator profile and enter the information for the bank account you would like to use to receive your payments. Your account information is highly secure and is used for no other reason than to make payment. Please ensure that you have completed your Shopper Profile and remember to keep it updated in the event that any of the information changes..

ALL OTHER COUNTRIES – Fees for services performed and reimbursement for allowable expenses will be distributed by bank transfer or other method (which at our option is deemed to be the most cost effective and efficient method) on approximately the 20th of the month following the month in which projects were properly completed and received according to project requirements. Please ensure that you have completed the Payment Details section of your Extended Shopper Profile and remember to keep it updated in the event that any of the information changes.

FOR ALL PAYMENT TRANSACTIONS – As a courtesy, a notification of payment is sent to the email address on record in the Evaluator’s profile. This notification lists the specific Projects(s) included in the payment and the amount of Fees and/or Reimbursements paid. This notification should be checked carefully and any discrepancies reported as soon as possible. If you have any questions about payment for the individual projects listed please contact your Project Manager If you have any questions about the payment transaction itself, please contact the appropriate individual mentioned in the email. For all payments, the deadline is sixty (60) days from the date of issue (or date of expected receipt) to report any discrepancies. We regret we are unable to investigate payment issues that are more than sixty (60) days old.

You acknowledge that BARE relies on you to submit complete and accurate reports in a timely manner and to meet all client project requirements. You further acknowledge that your failure to comply with the foregoing will likely result in undermining BARE’s ability to provide useful and accurate reports to its clients and may potentially damage BARE’s relationship with its clients. Therefore, if you submit late, incomplete, or inaccurate reports, or if you fail to meet all project requirements, BARE may adjust or withhold some or all compensation, fees, and reimbursement for allowable expenses otherwise payable to you. Your failure to timely, completely, and accurately submit reports or failure to meet all project requirements constitutes your waiver, in whole or in part, to any compensation, fees, and reimbursement for allowable expenses.

It is mutually understood that upon Evaluator’s completion of a project, any and all materials that BARE or a client provided will be returned upon demand. Any compensation due and payable to Evaluator may be withheld until all said material is received.

I, the EVALUATOR, hereby PROMISE to: (1) Never disclose the names and/or locations of BARE clients; (2) Keep confidential all findings regarding BARE or BARE client’s, either verbally or in writing. Reports are for the EXCLUSIVE use and knowledge of BARE clients. Evaluator acknowledges that disclosure to third parties without BARE’s explicit and prior written consent may warrant legal action; (3) in order to avoid compromising, or the perception of compromising, the objectivity and reliability of my findings, NEVER directly contact a BARE client at any level including unit management or personnel regarding a project; results of said project; or for ANY reason related to my services and relationship with BARE. (4) Never to use any BARE materials for purposes other than the mutually agreed-upon project. All forms & materials provided by BARE are copyright protected and remain the exclusive property of BARE and/or its clients; (5) For a term of one year after of the last day I perform services on a project hereunder, I agree NOT to disclose to any third parties or use or permit the use of any confidential or proprietary information concerning BARE or a client of BARE that I obtained through my relationship with BARE. For these purposes, confidential information shall include, but not be limited to, the content of any forms or materials I receive hereunder, the names and corresponding contact information for clients, prospective clients and vendors of BARE and its clients, and BARE’s and its clients’ respective business methods, nonpublic financial information and other materials and information that appears reasonably to constitute confidential information. The laws of the Commonwealth of Virginia as well as the country of your domicile regulate this agreement.

I DO UNDERSTAND AND AGREE TO COMPLETE, TRANSMIT AND ACCEPT FOLLOW-UP REQUESTS FOR REPORTS and RECEIPTS ON ACCEPTED PROJECTS IN A PROFESSIONAL MANNER. IN COMPLETING THE ON-LINE APPLICATION TO SOLICIT EVALUATOR PROJECTS FROM BARE, I AGREE TO ALL TERMS AND CONDITIONS SPECIFIED ABOVE.

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