Sacramento Founding Provider Agreement

Draft — pending legal review

1. 1. Parties. Sootir [LEGAL ENTITY NAME] ("Sootir") and the business accepting ("Provider"). The person accepting confirms they can bind the business.
2. 2. Program. 50 seats in the Sacramento metro. $19.00/month locked for 24 months from the first paid billing date; then a permanent 25% discount on the then-current Pro price while subscribed and in good standing. The badge is permanent, including after cancellation.
3. 3. Sootir's role. A technology platform that lists businesses and passes customer requests. Not a party to contracts between the Provider and its customers; does not employ, supervise or guarantee Providers; does not process customer payments for jobs. The subscription fee is for access to software, listing and tools; Sootir does not guarantee any number of requests, jobs or revenue, except the No-Request Guarantee.
4. 4. Provider obligations. Valid licenses, permits and insurance; compliance with all laws including the Unruh Civil Rights Act; honor published prices; prompt responses (median first reply under 4 hours during business hours; accept or decline within 24 hours); at least 1 active package; accurate profile; no fake or incentivized reviews (FTC rule); on-platform communication until a quote is accepted; sole responsibility for its work, pricing, taxes, warranties and customer disputes; optional quarterly feedback call.
5. 5. Sootir obligations. Free profile setup; no per-lead or per-reply fees; launch feature (presence, not endorsement); data export anytime; support reply within 24 business hours; 30 days' notice before term changes (no price change during the 24-month lock).
6. 6. No-Request Guarantee. Zero matching requests in the first 60 days gives a one-time one-month credit. Requires a complete profile, valid verification and at least 1 active package during the 60 days. One time only; not convertible to cash.
7. 7. Payment. Monthly in advance, USD, by card via Stripe. Receipts by email. Prices exclude applicable taxes.
8. 8. Automatic renewal and cancellation. The subscription renews automatically every month until cancelled. Cancel online in Money > Plan in at most 2 steps. One optional pause of up to 2 months per year is offered; the 24-month clock pauses too. Cancellation takes effect at the end of the paid month; no partial refunds unless required by law. A confirmation email gives the end date. The seat is held 30 days, and resubscribing within that time restores the price.
9. 9. Failed payments. Payment is retried on days 1, 3, 7 and 14 with an email each time. Then the account moves to the Free plan, and the price and seat are held 30 days; after that the seat is released and the badge is kept.
10. 10. Good standing and breaches. On a breach Sootir sends an in-app and email warning naming the condition, with a 30-day fix window and a progress view. If not fixed, the Provider moves to standard Pro pricing (badge kept) and the seat is released to the waitlist. Sootir may suspend immediately for fraud, fake reviews, forged documents, unlicensed regulated work, safety risks or illegal conduct. The Provider may appeal; Sootir responds within 7 days.
11. 11. Termination by Sootir. 30 days' notice (or immediately under section 10). If Sootir ends the program for reasons not caused by the Provider, any prepaid unused period is refunded pro rata.
12. 12. Content and branding. Non-exclusive, royalty-free license to display the Provider's name, logo, photos and content on Sootir and in Sootir marketing about the program, during the agreement and for 30 days after. The Provider confirms it has the rights.
13. 13. Data and privacy. CCPA/CPRA. Customer contacts are shared only after a request or accepted quote and used only to serve that customer; no marketing texts without prior express written consent (TCPA).
14. 14. Regulated professions. Flat subscription only; no fee tied to referrals, leads or closed business.
15. 15. Disclaimers and limitation of liability. The service is provided "as is". Sootir's liability is capped at the fees paid in the prior 12 months; no indirect damages where the law allows.
16. 16. Indemnity. The Provider indemnifies Sootir for claims arising from its services or conduct.
17. 17. Independent parties. No partnership, employment, agency or joint venture.
18. 18. Disputes. 30 days of good-faith negotiation, then [arbitration / small claims / Sacramento County courts]. California law.
19. 19. Notices. Email to the account email and to Sootir's legal email [LEGAL EMAIL]; mail to Sootir's mailing address [MAILING ADDRESS].
20. 20. Electronic acceptance. Checkbox acceptance is a valid electronic signature (E-SIGN / California UETA).
21. 21. General. Entire agreement, severability, no waiver, assignment by Sootir to a successor with notice.

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