Independent Contractor Agreement

1. Who This Is Between

This agreement is between Citovelo Solutions LLC ("Citovelo," "we") and you, the individual accepting it ("Concierge," "you"). It covers your use of the Citovelo platform to offer non-medical help to older adults and their families ("Posters" and "Care Recipients"). It works together with the other onboarding documents you sign: the Background Screening Disclosure & Authorization, the Screening Policy & New York Notices, the Code of Conduct & Safety Standards, the Insurance Program Disclosure & Acknowledgment, and the Privacy Notice, Data Consent & E-Sign Consent.

2. You Are an Independent Contractor

By accepting tasks on Citovelo, you agree that:

• You are an independent contractor, not an employee, agent, or partner of Citovelo or of any Poster.
• You decide which tasks to accept or decline, with no penalty for declining.
• You control your own schedule, working hours, and how you do the work.
• You may work for other platforms and clients at the same time.
• You provide your own tools, supplies, equipment, phone, and vehicle (if you drive to run errands).
• You are not entitled to employee benefits such as health insurance, retirement plans, paid leave, or unemployment insurance from Citovelo, except where the law requires.
• Citovelo does not guarantee any minimum number of tasks, hours, or income. Earnings depend on your availability, your performance, and demand.

Citovelo's Code of Conduct and the permitted-task list exist to protect older adults and to follow the law. They set safety and quality standards, not how you personally do the work.

3. Eligibility and Onboarding

To become and remain active, you must:

1. Be at least 21 years old and legally authorized to work in the United States;
2. Verify your identity with a government-issued photo ID;
3. Pay the one-time Onboarding Screening Fee described in Section 8 (refundable as described there), then pass a background screening, agree to ongoing monitoring while you are active, and sign the separate Background Screening Disclosure & Authorization;
4. Sign the Code of Conduct, Insurance Acknowledgment, and Privacy and E-Sign Consent;
5. Complete required training, including senior safety, recognizing abuse and neglect, scope of services, emergency and fall response, and privacy, with refreshers annually;
6. If you drive to run errands: hold a valid driver's license, keep legally required auto insurance, and agree to a driving record review where our policy requires;
7. Hold any license, permit, or certification required by law for a service you offer;
8. Create and verify your Stripe account, where Stripe collects your identity, tax, and bank information for payouts; and
9. Keep your profile truthful and up to date, and tell us within 5 days of any change that affects your eligibility, such as an arrest or conviction, or a license suspension.

4. What You May and May Not Do

Permitted tasks. Strictly non-medical help: errands, grocery and pharmacy pickups (sealed, pharmacy-packaged orders delivered to the Poster unopened), light housekeeping, meal preparation, technology help, companionship, organizing, pet and light yard help, and meeting a Poster at an appointment for company and non-clinical support.

At an appointment, you provide company and non-clinical support only (for example, keeping the Poster company, helping them stay organized, and taking notes they ask for). You travel there on your own, you do not take part in medical decisions, give medical advice, or sign forms or consents, and the Poster decides what you may hear or see.

You may NEVER:

• Transport any person in any vehicle, or ride in a Poster's vehicle. You may drive alone in your own vehicle to run an errand.
• Lift, carry, move, steady, transfer, or physically support any person, including to help them up after a fall. In an emergency, call 911, stay with the person, and wait for responders.
• Provide medical, nursing, or personal care (bathing, toileting, dressing, feeding assistance), or give, administer, open, sort, set up, remind about, or manage any medication (delivering a sealed pharmacy order unopened is allowed);
• Access or manage a Poster's bank accounts, cards, checks, or passwords, or sign anything for them;
• Give legal, financial, or medical advice;
• Accept money, gifts of value, loans, or be named in a will, trust, or account of a Poster or their family;
• Take or keep a Poster's property;
• Perform work that needs a license you do not hold, or tasks you are not qualified to perform;
• Subcontract or send someone else in your place, or share your login or allow anyone else to use your account;
• Solicit a Poster to work or pay off the platform;
• Engage in fraud, deception, or illegal activity, or misstate your identity, qualifications, or experience.

Tasks outside these rules are not covered by Citovelo's insurance program.

5. Professional Standards

You agree to: perform tasks with reasonable care, patience, and professionalism; arrive on time and complete tasks within the agreed timeframe; communicate promptly and clearly with older adults and their families; treat every Poster with dignity and respect, without discrimination; follow safety rules and the law; respect property, privacy, and personal boundaries; give accurate updates, especially for check-ins and errand receipts; and follow the Code of Conduct & Safety Standards.

6. Reporting Concerns

You must tell Citovelo immediately if you see or suspect abuse, neglect, or financial exploitation of an older adult, an injury, a theft, a safety threat, or a scam. In an emergency, call 911 first. Where appropriate, you may also report to Adult Protective Services or law enforcement. You must report any injury, damage, loss, or accusation connected to a task through the app within 24 hours. You may report to authorities at any time, and Citovelo will not retaliate against a good-faith report.

7. Taxes

You are responsible for reporting and paying all taxes on your earnings, including federal, state, and local income tax, self-employment tax, and estimated quarterly taxes where required, and for keeping records of your income and expenses. Citovelo, or Stripe on Citovelo's behalf, will issue the tax forms the law requires (such as Form 1099-NEC or 1099-K) based on the information in your Stripe account. Citovelo does not withhold taxes. We recommend you speak with a tax professional.

8. Fees and Payment

• Rates. You may set your rate within the platform's pricing framework or accept the posted task rate. The task price, the Insurance & Platform Fees, and any tip are shown before you accept.
• Insurance & Platform Fees. Your base payout for each task is shown before you accept (for example, $40 of a $70 task). Posters pay the Insurance & Platform Fees on top of the task price, shown together under one heading. They have two parts: the insurance and safety program that protects you and the Poster during active jobs, and a platform fee that covers all payment processing (including processing on tips) and the cost of running and improving the platform. Your base payout is never reduced by these fees or by a rating.
• When you are paid. Task payments are processed by Stripe. The Poster's payment is collected when the task is booked and held securely. A job has three steps: you claim it, you check in to start it, and you tap Complete to end it. When you tap Complete, your base payout is released to your Stripe account, usually instantly, and in any case no later than 30 days after the services are completed. Moving your money from Stripe to your bank is free when it happens within 24 hours or on the automatic payout schedule you choose in your Stripe account. If you choose an instant payout, you pay Stripe's instant payout fee, which is deducted from that payout. Your payout is subject to Stripe's terms and verification.
• Adjustments. Citovelo may hold or reverse payment for a task not performed, fraud, or a successful refund claim caused by your conduct. For example, if a Poster reports a problem within 48 hours after you tap Complete and our review finds you did not perform the task as booked or caused the problem, Citovelo may refund the Poster and recover that amount from your future payouts or Stripe balance. We will always tell you why and give you a chance to respond first. Otherwise, your payout stands. We do not charge fines or penalties as discipline. If a Poster cancels after you have claimed a task and the cancellation fee applies, the fee shown in the app is paid to your Stripe account in full. If you cancel after claiming a task, please do so as early as you can; repeated late cancellations or no-shows may lead to coaching or limits on your account, but we never charge you a fine.
• Onboarding Screening Fee. Joining costs a one-time $25 Onboarding Screening Fee, which covers part of the cost of your background screening. Citovelo pays the rest. We show you the amount and the refund rules below before we charge you, and we charge it to your card through Stripe only after you have completed your profile, signed this agreement, set up your Stripe account, and verified your identity. Screening starts once the fee is paid. It is the only fee we charge to join, and we never take it out of a task payout.
  • Refund after 3 jobs. If you complete 3 jobs in good standing within 60 days after you are approved, we pay the $25 back to your Stripe account as a bonus. A job counts when you tap Complete and our review does not find that you failed to perform it as booked. Ratings do not matter, and you are never required to take any particular task: you choose which tasks to accept.
  • Full refund if you are not approved. If screening or verification does not clear you, if the report turns out to be inaccurate, or if you withdraw before screening starts, we refund the $25 in full to your original card within 5-10 business days.
  • No refund otherwise. If you do not reach the milestone within the window, or you withdraw after screening has started, the fee is not refunded, because we have already paid for your check. The window pauses while Citovelo has paused your account for reasons other than your conduct, and we refund the fee in full if Citovelo ends service in your area before you can reach the milestone.
  • Good standing means your account is active and has no substantiated safety or conduct violation.
• Your costs. You pay your own expenses, including transportation to tasks, phone, supplies, and any instant-payout fee or fees charged by your own bank.
• Written terms. This agreement and the in-app task page together set out the services, the rate, the payment method, and the payment date for each task. A copy is saved in your account and kept for at least six years.

Rating incentive. After a job ends, the Poster is asked to complete a short survey and rating. A strong rating can earn you an incentive: an additional percentage of the task price, paid on top of your base payout. For example, on a $70 task with a $40 base payout, a 5-star rating can raise your payout. The incentive is added to your Stripe account after the Poster submits the survey. The incentive can only add to your pay: your base payout is never reduced by a low rating, a missing survey, or a dispute about the survey. If a Poster does not submit a survey, you keep your base payout. Citovelo may withhold an incentive tied to a rating that it finds was obtained through fraud, pressure, or retaliation, and you may appeal.

Tips. Tips are paid in full to you. They are separate from the incentive and Citovelo does not take any part of a tip, and no processing fee is deducted from it. Stripe's processing cost on tips is covered by the Insurance & Platform Fees.

9. Insurance

Your own insurance. You are encouraged to maintain your own general liability insurance, and you must keep any auto insurance required by law if you drive to run errands. Workers' compensation may be required in your situation; check with your own advisor.

Citovelo's active-job coverage. Citovelo maintains an insurance program that applies during each active job session: it begins when you check in and the job is marked in progress, and ends when the job is completed, cancelled, or otherwise leaves in-progress status. Coverage is subject to the terms, limits, conditions, and exclusions of the policy, which are summarized in the Insurance Program Disclosure & Acknowledgment.

Coverage generally does not apply to willful misconduct or illegal acts, tasks outside this agreement's scope, off-platform arrangements, work done while impaired, transporting any person, or other exclusions in the policy. You remain responsible for losses the policy does not cover that result from your own conduct that breaches this agreement. This program is not employment insurance and does not replace the insurance you carry on your own. You must promptly report incidents and cooperate with any claim.

10. Background Checks

Because of the vulnerability of the older adults you serve, Citovelo requires a background screening before you are activated and ongoing monitoring for as long as you are active. It will be handled through the separate stand-alone Background Screening Disclosure & Authorization and the Screening Policy & New York Notices, which explain what we check, how results are weighed fairly, your right to see and dispute a report, and the steps we take before any decision. The Onboarding Screening Fee is explained in Section 8 and is not part of that authorization. Nothing in this agreement is your authorization for a background check. Findings may lead to denial, suspension, or deactivation following that process.

11. Confidentiality and Privacy

You may learn private information about older adults and their families, including health conditions, routines, access codes, and personal circumstances. You agree to keep it strictly confidential, to use it only to complete the task, and not to share, post, photograph, record, or exploit it. Return all keys, codes, and access items as documented. Your own information is handled under the Privacy Notice & Data Consent.

12. Ratings and Disputes About Tasks

Posters may rate and review your work. Low ratings or repeated complaints may lead to coaching, retraining, limits on your account, or deactivation following a fair review. If a Poster disputes a task, you agree to cooperate and provide honest information. Citovelo will decide task-payment disputes in good faith and explain the outcome.

13. Ownership and Platform Use

Citovelo owns the platform, its brand, and its content. You get a limited, revocable, non-transferable right to use the platform for the purposes of this agreement. Unless the Poster and you agree otherwise in writing, work product made for a Poster (for example, a list or organized records) belongs to the Poster. You give Citovelo a non-exclusive right to use your name, photo, and profile content to run and promote the platform.

14. Ending This Agreement; Suspension

• Either of us may end this agreement at any time by notice through the app. Please give 7 days' notice if you can and complete or properly cancel any booked tasks.
• Citovelo may suspend you immediately for a credible safety concern, a serious allegation, or a legal requirement.
• Citovelo may suspend or end your access for: breaching this agreement or the Code of Conduct, repeated poor performance or disputes, fraud, safety concerns, failing screening or verification, or failing to keep required licenses or insurance. Except where safety or the law requires immediate action, we will tell you the reason and give you a chance to respond.
• You are paid for tasks you completed properly before the end date.

15. Responsibility for Claims

Each of us is responsible for our own actions. You agree to indemnify Citovelo against third-party claims to the extent caused by your gross negligence, willful misconduct, or intentional breach of this agreement or the law, to the extent permitted by law and excluding losses paid by Citovelo's insurance program. Citovelo is responsible for its own platform, screening, and insurance obligations and is not responsible for your independent business decisions.

16. Resolving Disagreements

• Talk first. Contact legal@citovelo.com and give us 30 days to resolve the issue informally.
• Arbitration. If it is not resolved, claims will go to individual binding arbitration under AAA/JAMS rules, held in Saratoga County, New York, or by video. You and Citovelo give up jury trials and class actions to the extent the law allows.
• Exceptions. Small-claims court, claims for injunctive relief about confidentiality or intellectual property, government agency proceedings (wage, workers' compensation, or unemployment determinations), and claims the law does not allow to be arbitrated are not affected.
• Opt out. You may opt out of arbitration within 30 days of accepting by emailing legal@citovelo.com with "Arbitration Opt-Out."

17. Legal Terms

New York law governs this agreement, and the Federal Arbitration Act governs the arbitration clause. If you work in another state after we expand, that state's mandatory worker or consumer protections may also apply. This agreement, with the documents it names, is our entire agreement. If part of it cannot be enforced, the rest still applies. You may not transfer your rights under it. We may update it with at least 30 days' notice through the app and by email; continuing to use the platform after the effective date means you accept the update. Notices go to the email on file. These terms are kept in your account.

18. Acknowledgment and Signature

By signing, I confirm that I have read and understood this agreement, that I am an independent contractor and not an employee of Citovelo, and that I understand my responsibilities for taxes, insurance, and safety. I agree to be bound by it, and to use electronic signatures as described in the Privacy Notice & E-Sign Consent.