Terms and Conditions

This Agreement (“Agreement”) is made and entered into as of the date of acceptance by the Client, between:

• Caringene LLC ("Company"), a caregiver placement and facilitation service provider, and

• The undersigned individual or entity ("Client"), seeking caregiver placement services for in-home assistance.

By submitting a request for caregiver placement and/or utilizing the services of any caregiver introduced by the Company, Client expressly agrees to be bound by the terms and conditions of this Agreement.

1. SERVICES PROVIDED

1.1 Caregiver Placement & Facilitation – The Company provides placement services by connecting the Client with independent caregivers ("Caregivers"). The Company does not employ, manage, or directly supervise Caregivers but facilitates their placement for in-home care needs.

1.2 Ongoing Placement Support – The Company maintains an active role in coordinating replacements, vetting new candidates, and providing limited support services related to Caregiver placement, as needed. The Client acknowledges that caregivers set their own availability and are not employees or agents of Caringene. The Client is responsible for coordinating all scheduling directly with the caregiver.

1.3 Non-Caregiving Role – The Company does not provide medical services, personal care, or direct caregiving. Any services rendered by the Caregiver are independent of the Company’s direct oversight.

2. FEES & PAYMENT TERMS

2.1 Placement & Facilitation Fee – Client agrees to pay the Company a recurring placement fee based on the current rates outlined at the time of service initiation. The fee structure is detailed in the Company’s pricing schedule, which may be updated from time to time.

2.2 Fee Distribution – A portion of this fee is disbursed to the Caregiver as compensation, while the remainder covers administrative costs, continued placement services, and support. The exact breakdown is determined solely by the Company.

2.3 Fee Adjustments – The Company reserves the right to modify the placement fee at any time with seven (7) days’ written notice to the Client. Continued use of the Caregiver after this notice constitutes acceptance of the new rate.

2.4 Payment Schedule – Payments shall be automatically billed weekly or monthly, as agreed upon, and must be made via ACH transfer, credit/debit card, or other approved payment methods.

2.5 Late Payments & Non-Payment Penalties –

• Failure to make payment within 10 days results in immediate termination of placement services, and the Client remains responsible for any outstanding fees.

3. CLIENT RESPONSIBILITIES

3.1 Caregiver Relationship – The Client acknowledges that the Caregiver is an independent provider, not an employee or agent of the Company. The Client is responsible for coordinating day-to-day responsibilities directly with the Caregiver.

3.2 Compliance with Laws – The Client is responsible for ensuring that the Caregiver’s services comply with any applicable local, state, or federal regulations.

3.3 Liability & Indemnification –

• The Company is not liable for any actions, negligence, or misconduct of the Caregiver.

• The Client agrees to hold the Company harmless from any claims, damages, injuries, or disputes arising from Caregiver services.

4. NON-CIRCUMVENTION CLAUSE

4.1 Direct Hiring Prohibited – The Client agrees that they shall not directly hire, contract, or compensate any Caregiver introduced by the Company outside of this Agreement without prior written approval.

4.2 Duration of Restriction – This restriction remains in effect for 24 months following the Client’s last payment to the Company.

4.3 Breach Penalty – If the Client directly hires a Caregiver introduced by the Company, the Client agrees to pay an immediate penalty equal to 12 months of estimated placement fees (calculated based on the Caregiver’s average hours per week).

4.4 Monitoring & Enforcement –

• The Company reserves the right to audit client-caregiver relationships through periodic contact with Caregivers.

• If a breach is detected, legal action may be pursued, and the Client agrees to cover all legal costs, attorney fees, and damages incurred by the Company in enforcing this Agreement.

5. AUTOMATIC AGREEMENT UPON SERVICE USE

5.1 Binding Nature of Agreement – By requesting caregiver placement, utilizing services, or continuing to employ a Caregiver introduced by the Company, the Client acknowledges and agrees to be bound by this Agreement.

5.2 No Opt-Out After Caregiver Introduction – Once a Caregiver has been introduced to the Client, the terms of this Agreement apply immediately, regardless of whether the Client formally signs a separate document.

5.3 Enforcement of Agreement – Failure to acknowledge this Agreement does not exempt the Client from its obligations, and continued use of a Caregiver constitutes full acceptance of these terms.

6. TERMINATION & REFUNDS

6.1 Termination by Client – The Client may terminate this Agreement at any time by providing seven (7) days’ written notice to the Company. However, any outstanding placement fees remain due.

6.2 Termination by Company – The Company reserves the right to terminate services immediately if:

• The Client fails to make timely payments.

• The Client engages in misconduct, harassment, or any behavior deemed inappropriate toward the Caregiver or Company representatives.

• The Client attempts to bypass the Company’s fee structure.

6.3 No Refunds – Fees paid are non-refundable, including for unused hours or early termination of services.

7. MISCELLANEOUS TERMS

7.1 Governing Law – This Agreement shall be governed and interpreted under the laws of the state in which the Client receives services.

7.2 Dispute Resolution – Any disputes arising from this Agreement shall first be attempted to be resolved through mediation, and if unresolved, shall be subject to binding arbitration in the state of Company headquarters.

7.3 Entire Agreement – This Agreement represents the entire understanding between the parties and supersedes all prior discussions, representations, or agreements.

7.4 Electronic Consent – By checking the acknowledgment box and/or utilizing the services of a Caregiver introduced by the Company, the Client legally agrees to all terms outlined in this Agreement.