Services    

Client may neither request nor demand that Contractor participate in any activity or perform any duty that is not expressly listed at the time of booking without agency consent.

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Payment Arrangements

Total fee shall be paid by Client directly to Attract Agency within the terms specified on agency invoice. The total fee shall not be reduced if Client chooses not to utilize Contractor for the entire duration of the engagement, unless prior to the engagement, Client modifies the scope of confirmation and a revised quotation is approved by agency.

Attract Agency accepts payment by check, wire transfer, ACH or credit card.

A 2.9% transaction fee applies to all payments made via Credit Card (a $20 transaction fee will be applied to all international credit card payments in addition to the 2.9%) and a $20 transaction fee applies to all wire transfers.

If payment in full is not received by Attract Agency on or before the date specified, Client shall pay a late fee equal to 5% of the then-outstanding balance and interest will accrue every 30-days thereon at the rate of 5% per month until paid in full.

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No Direct Booking or Solicitation

Client agrees not to circumvent Attract Agency in any way by directly or indirectly solicit or induce any Contractor of Attract Agency, or otherwise that Client did not know prior to their relationship with Attract Agency. Client will not seek or request direct contact information from Contractor. Client will not engage Contractor for a period of 2 years following the engagement except for through Attract Agency. Client agrees to inform Attract Agency of any attempt of Contractor to circumvent Attract Agency by direct booking with Client, or otherwise. In the event Client violates this clause, Client shall pay all damages and reparations to Attract Agency (being jointly and severally liable with Client) an amount up to 50% of the offending engagement fee(s) charged to Client. This provision shall survive for a period of 2 years. 

Additionally Client shall not attempt to cause any Contractor to refrain from maintaining their relationship with Attract Agency nor undermine or interfere with any of Attract Agency’s relationships or prospective relationships either directly or indirectly during or after the termination of services.

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Contractor Status      

Contractor is engaged by Attract Agency as an independent contractor and are an independent service provider. Contractor is not an agent or employee of Attract Agency and cannot act for or bind Attract Agency. Contractor is under Contractor’s sole and exclusive direct, supervision, and control. Contractor is solely responsible for all of Contractor’s tax withholdings. Nothing in this Agreement may be construed as creating an employment or similar principal-agent relationship between Attract Agency and Contractor.

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Cancellation & Modification      

If scheduled payments are not made on time, Attract Agency has the right to cancel any services and Client shall be liable to Attract Agency for damages, in addition to a cancellation fee equal to 50% of the Total Fee.

In the event of cancellation or modification by Client, including delinquent payment, as compensation for lost time and business opportunity, the Client shall pay the following amounts, depending on the amount of notice provided to Attract Agency.

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Notice Period Fees

• 30 days or more prior to the engagement start date - 25% cancellation or modification fee, any approved expenses shall be reimbursed by Client if applicable.

• 14-29 days prior to the engagement start date - 50% of the total fee will be due on cancellation & 50% of the reduction in the total fee shall be due on modification.

• Less than 14 days prior to the engagement start date - 100% of the total fee will be due notwithstanding a cancellation or modification.

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Weather Related Modification

• No modification fee for the first occurrence so long as 24 hours notice is given (if less than 24 hours notice is given, then a modification fee of 15% of the total fee shall be due).

• 15% of the Total Fee shall be due on any each subsequent weather related modification.

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In the event of cancellation by Contractor that has been specifically identified and requested by Client for services to be performed at the engagement, Client will have the option of cancelling the services in relation to that Contractor without incurring any cancellation charges. Where Client elects to affirm the services, Attract Agency will use its best efforts to provide a replacement Contractor that most closely fulfills Client’s requirements.

In the event of rescheduling by the Client, a rescheduling fee will apply equal to 10% of the Total Fee.

In the event of non-performance or reasonable dissatisfaction with Contractors appearance or performance, Client will have the option of replacing Contractor or cancelling Contractor without incurring cancellation charges for the services related to that Contractor.

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Force Majeure

In the case of failure to perform due to force majeure, Client shall promptly notify Attract Agency and submit a sufficient and valid proof of force majeure within a reasonable period after the end of force majeure. Otherwise, the corresponding liability shall not be waived.

Force majeure means any unforeseeable circumstance which is beyond the control of Client, such circumstances include, but are not limited to, declaration of war, hurricane, earthquake, or other natural disaster events that fall under the legal term, "act of God."

The coronavirus itself is no is no longer unforeseeable as a circumstance.

Any approved expenses, if applicable shall withstand any force majeure.

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Conduct, Standards and Morals

Client agrees to conduct the engagement in such a manner that takes due regard to social conventions, good morals, and decency, and shall not commit any act that will or may create notoriety, bring Attract Agency or Contractor into public disrepute, or reflect adversely on Attract Agency or the Contractor. Upon breach of this clause, Attract Agency will have the right at its option to terminate its services and seek redress under any means allowable under law or equity.

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Commission 

Attract Agency charges an agency fee and service charge when applicable. The Total Fee includes any and all agency commissions and charges.

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Safety 

The Client shall ensure that the Contractor is treated with respect and professionalism and that the Client takes all steps necessary to reasonably ensure that the safety, health and wellbeing of the Contractor is protected and maintained at all times whilst providing services to the Client.

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Confidentiality

Client acknowledges and agrees that as a result of the working relationship with Attract Agency, Client has and/or will acquire certain Confidential Information (as defined below). Client agrees to only use the Confidential Information obtained from Attract Agency for the purposes associated with the services Client is booking through Attract Agency, unless prior written permission is obtained from Attract Agency.

Client agrees not to disclose any Confidential Information to any third party without the prior written consent of Attract Agency. Client further agrees to exercise reasonable care to prevent the disclosure of Confidential Information to any other party. Client agrees that all Confidential Information is the sole property of Attract Agency, and Client agrees to promptly return any and all Confidential Information (including all copies and reproductions thereof) at the time the working relationship with Attract Agency ends or earlier upon request.

For purposes herein, “Confidential Information” shall mean Attract Agency’s business information in any form, not generally known to the public, including but not limited to: 

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• Information relating to the research, development, systems, operations, clients, contractors and business activities of Attract Agency;      

• Information received from any contractors or business partners of Attract Agency

• Information designated by Attract Agency as confidential;                

• Information required to be maintained in confidence by Attract Agency pursuant to an agreement with a client, contractor or customer;                               

• Mailing lists, contractor lists, customer lists, supplier lists;

• Estimates or quotes prepared by Attract Agency for bidding on any work;        

• Bids or rates prepared by Attract Agency, which have not been publicly disclosed or are not subject to public disclosure;                                    

• Plans and specifications prepared by Attract Agency or Contractor provided to Client for use by Attract Agency;                            

• Computer programs used, created, or developed by Attract Agency, including software, techniques, processes, manuals, instructions, explanations, and methods of operations pertaining to such programs;         

• Information concerning Attract Agency’s management, financial affairs, purchasing activities, sales activities, marketing activities, and business plans;

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Client agrees that the restrictions contained herein are fair and reasonable, including the length of time that they shall remain in effect. Client acknowledges and agrees that violation of this policy will cause irreparable injury to Attract Agency, and Client agrees that Attract Agency will be entitled to seek extraordinary relief in court, including, but not limited to, monetary damages, temporary restraining orders, preliminary injunctions and permanent injunctions without the necessity of posting a bond or other security and without prejudice to any other rights and remedies that Attract Agency may have for a breach of Confidentiality. Client also acknowledges and agrees that they shall pay Attract Agency’s costs of enforcing these provisions, including actual attorney’s fees, expenses and court costs.                

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Limitation of Liability

Attract Agency shall not be liable to client for any special, consequential, incidental, punitive or indirect damages arising from or relating to any breach of its services, regardless of any notice of the possibility of such damages.

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No Prior Agreement    

There are no prior contemporaneous agreements, whether written or oral.  If any term or condition herein is held to be invalid, void or unenforceable in whole or in part, the remainder of the provision(s) shall remain in full force and effect and shall in no way be affected, impaired, or invalidated. Attract Agency is an independent contractor and not an employee, partner or joint venturer of Client, and nothing stated herein may be construed to indicate otherwise. 

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Amendment        

The terms & conditions herein may not be amended or in any other way modified other than by a written amendment, executed by the party against whom the amendment is asserted. 

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Jurisdiction        

The parties agree that interpretation of these terms & conditions, and any other matters of dispute arising in the relationship contemplated hereunder, shall be controlled by the laws of the state in which services are rendered.