Payment Terms, Bill Rates, and Fees
CLIENT will pay STAFFING FIRM for its performance at the hourly rate quoted. STAFFING FIRM will invoice CLIENT for
services provided under this Agreement on a weekly basis. Payment is due on receipt of invoice. Invoices will be
supported by the pertinent time sheets or other agreed system for documenting time worked by the Assigned
Employees. CLIENT’s signature or other agreed method of approval of the work time submitted for Assigned
Employees certifies that the documented hours are correct and authorizes STAFFING FIRM to bill CLIENT for those
hours. If a portion of any invoice is disputed, CLIENT will pay the undisputed portion.
Assigned Employees are presumed to be nonexempt from laws requiring premium pay for overtime, holiday work, or
weekend work. STAFFING FIRM will charge CLIENT special rates for premium work time only when an Assigned
Employee’s work on assignment to CLIENT, viewed by itself, would legally require premium pay and CLIENT has
authorized, directed, or allowed the Assigned Employee to work such premium work time.
If CLIENT uses the services of any Assigned Employee as its direct employee, as an independent contractor,
any person or firm other than STAFFING FIRM during or within 16 weeks after any assignment of the Assigned
Employee to CLIENT from STAFFING FIRM, CLIENT must notify STAFFING FIRM and (a) continue the Assigned
Employee’s assignment from STAFFING FIRM until 640 consecutive work hours have been reached; or (b) pay STAFFING
FIRM a final fee calculated by the difference between pay rate and bill rate times the hours remaining to achieve a total
of 640 billable hours. Additionally, if Client determines they will employ an Assigned Employee, their account must be in
current standing with no past due amount, even if the 640 consecutive work hours have been reached.
STAFFING FIRM requests that CLIENT review fees, should new or increased labor costs associated with employees
arise as a result of federal or state-mandated requirements that become effective after the date of this Agreement.
STAFFING FIRM and CLIENT will review and use good faith efforts to agree on changes to the STAFFING FIRM fee
to account for said federal or state government mandated increases.
Both parties may receive information that is proprietary to or confidential to the other party or its affiliated companies
and their clients. Both parties agree to hold such information in strict confidence and not to disclose such information
to third parties or to use such information for any purpose whatsoever other than performing under this Agreement or
as required by law. No knowledge, possession, or use of CLIENT’s confidential information will be imputed to
STAFFING FIRM as a result of Assigned Employees’ access to such information.
The parties agree to cooperate fully and to provide assistance to the other party in the investigation and resolution of
any complaints, claims, actions, or proceedings that may be brought by or that may involve Assigned Employees.
Indemnification and Limitation of Liability
To the extent permitted by law, STAFFING FIRM will defend, indemnify, and hold CLIENT and its parent, subsidiaries,
directors, officers, agents, representatives, and employees harmless from all claims, losses, and liabilities (including
reasonable attorneys’ fees) to the extent caused by STAFFING FIRM’s breach of this Agreement; its failure to
discharge its duties and responsibilities set forth in paragraph 1; or the negligence, gross negligence, or willful
misconduct of STAFFING FIRM or STAFFING FIRM’s officers, employees, or authorized agents in the discharge of
those duties and responsibilities.
CLIENT’s Duties and Responsibilities
2. CLIENT will:
Properly supervise Assigned Employees performing its work and be responsible for its business operations,
products, services, and intellectual property;
Properly supervise, control, and safeguard its premises, processes, or systems, and not permit Assigned
Employees to operate any vehicle or mobile equipment, or entrust them with unattended premises, cash,
checks, keys, credit cards, merchandise, confidential or trade secret information, negotiable instruments, or
other valuables without STAFFING FIRM’s express prior written approval or as strictly required by the job
description provided to STAFFING FIRM;
Provide Assigned Employees with a safe work site and provide appropriate information, training and safety
equipment with respect to any hazardous substances or conditions they may be exposed to at the work site;
Not change Assigned Employees’ job duties without STAFFING FIRM’s express prior written approval; and
Exclude Assigned Employees from CLIENT’s benefit plans, policies, and practices, and not make any offer or
promise relating to Assigned Employees’ compensation or benefits.