Subcontractor Terms & Conditions

This Agreement applies to all independent contractors who accept any assignment from Served 123 LLC — including, without limitation:

• Process servers performing service-of-process, posting, substitute service, or skip-located service;
• Notaries performing standard notarizations, loan signings, remote online notarizations, and apostille support;
• Couriers and field runners performing same-day delivery, court filing, and document retrieval;
• Investigators performing skip tracing, surveillance, and authorized investigative work;
• Other field operatives engaged for passive observation, audit visits, document retrieval, or any other on-the-ground task assigned by the Company.

Capitalized terms used in this Agreement have the meanings set out below or, where not defined here, the meanings ascribed in the Terms of Service.

By accepting any Assignment from the Company — whether verbally, by email, through an online platform, or by commencing performance of any assigned service — Subcontractor acknowledges that they have read, understood, and agree to be fully bound by this Agreement in its entirety.

• Acceptance is binding without the need for a separate signed document;
• By accepting an Assignment, Subcontractor represents that they are at least eighteen (18) years of age, have the legal capacity to enter binding agreements, and (if signing on behalf of an entity) have authority to bind that entity;
• Acceptance applies to the specific Assignment and to all subsequent Assignments accepted from the Company unless this Agreement has been terminated in writing.

This Agreement operates alongside the Company's other governing documents. Where a topic addressed in this Agreement is also addressed in another governing document, the following Order of Precedence applies:

• This Subcontractor Agreement controls all matters specific to the Company-Subcontractor relationship, including independent-contractor status, licensing, insurance, compensation, documentation standards, and the restrictive covenants;
• The Terms of Service control matters of overall legal framework that may incorporate Subcontractor obligations by reference (limitation of liability, indemnification framework, governing law, dispute resolution);
• The Privacy Policy controls matters of personal information handling by the Company and informs the data-protection obligations Subcontractors owe to the Company under § 26;
• Where the Company and Client agreements (Terms of Service, Terms & Conditions of Service, Refund & Cancellation Policy) impose obligations the Company must satisfy through Subcontractor performance, those obligations flow through to Subcontractor only to the extent necessary to enable the Company's compliance.

This Agreement is read together with, but is independent of, the following Company governing documents:

• Terms of Service — legal framework, governing law, dispute resolution;
• Terms & Conditions of Service — operational service standards (Subcontractors must perform consistent with the standards the Company has committed to Clients);
• Privacy Policy — personal information handling;
• Refund & Cancellation Policy, Supplementary Costs & Disclosure Terms, Disclaimer Policy, and Cookie Policy — reference documents.

Subcontractor is engaged by the Company as an independent contractor and not as an employee, partner, agent, joint venturer, or representative of any kind. Nothing in this Agreement creates an employment, agency, partnership, or joint-venture relationship.

• Tax responsibility. Subcontractor is solely responsible for all federal, state, and local taxes on income earned, including self-employment tax;
• No withholding. The Company will not withhold income taxes, FICA, unemployment insurance, or any other employment-related deductions from compensation paid to Subcontractor;
• No benefits. Subcontractor is not entitled to any employment benefits from the Company, including health insurance, retirement contributions, paid time off, or workers' compensation coverage under any Company policy;
• Right to work for others. Subcontractor retains the right to perform services for other clients, including direct competitors of the Company, subject only to the restrictive covenants in § 25;
• Control over method. Subcontractor controls the means and method by which Assignments are performed, including hours of work, route selection, and the order in which attempts are made — subject only to the Assignment scope, applicable law, and the Documentation standards in Part V;
• No authority to bind. Subcontractor is not authorized to make representations, enter contracts, or incur liabilities on behalf of the Company without express prior written authorization.

Subcontractor must hold all licenses, registrations, certifications, and government-issued credentials required by the laws of their operating state, county, or municipality for the service category being performed.

• Process servers. A valid state-issued process server license, court-issued certification, or sheriff's department authorization where required by state law;
• Notaries. A current, valid notary public commission from the state in which notarial acts are performed; loan signing agents must additionally hold a Signing Agent certification where required;
• Remote online notaries. A current RON commission from a state that authorizes remote online notarization, plus an approved RON platform certification;
• Investigators. A valid private investigator license issued by the applicable state licensing authority, and compliance with the Fair Credit Reporting Act (FCRA), Driver's Privacy Protection Act (DPPA), and Gramm-Leach-Bliley Act (GLBA) when applicable to the assignment;
• Couriers and field runners. A valid driver's license; commercial delivery licensing where required by applicable law.

Subcontractor must promptly notify the Company of any license suspension, revocation, complaint, or regulatory action. Proof of current licensing may be requested by the Company at any time and must be provided within three (3) business days of such request.

All Subcontractors are strongly encouraged to maintain adequate insurance coverage for the services they perform. For certain Assignment types, proof of coverage may be required before dispatching Assignments:

• General Liability Insurance. Strongly recommended for all field Subcontractors; may be required for high-volume or long-term partners. Minimum recommended coverage: $1,000,000 per occurrence;
• Errors & Omissions (E&O) / Professional Liability. Required for notaries performing loan signings or high-value document notarizations; strongly recommended for all investigative service providers;
• Commercial Auto Insurance. Required for Subcontractors using personal vehicles for delivery, courier, or field service assignments. Personal auto policies typically do not cover commercial use — Subcontractors are responsible for verifying their coverage;
• Notary bond. Where required by state law, notary Subcontractors must maintain a current notary surety bond in the amount required by their commissioning state.

The Company may, at its sole discretion, require Subcontractors to submit to a background check as a condition of onboarding or continued engagement. Background checks may include criminal history, civil litigation records, licensing verification, professional references, motor vehicle records (where driving is required), and identity verification.

• FCRA compliance. Background checks are conducted through compliant third-party screening providers in accordance with the Fair Credit Reporting Act (FCRA) and applicable state "ban-the-box" or fair-chance laws;
• Consent. Subcontractors who refuse to consent to a background check when requested may be removed from the Active Roster at the Company's sole discretion;
• Individualized assessment. The presence of a criminal history does not automatically disqualify a Subcontractor; the Company evaluates relevance, severity, recency, and the nature of the services to be performed on a case-by-case basis, consistent with fair-chance principles;
• Disclosure obligation. Subcontractor must disclose any pending criminal charges, active investigations, professional license actions, or material changes in background that could affect eligibility to perform field services;
• Pre-adverse and adverse action notices. Where applicable law requires it, the Company will provide pre-adverse and adverse action notices and a copy of the report before removing a Subcontractor based on background-check findings.

The Company reserves the right to determine Subcontractor eligibility in its sole discretion. Grounds for disqualification, suspension, or removal from the Active Roster include — without limitation:

• Expired, suspended, revoked, or never-held licensing required for the service category;
• Falsification of credentials, identity, insurance, or background-check information;
• Falsification of any Documentation, GPS log, photograph, affidavit, or report;
• Breach of confidentiality, non-solicitation, or data-protection obligations;
• Abusive conduct toward Company personnel, Clients, recipients of service, or members of the public;
• Repeated late, incomplete, or non-compliant Documentation;
• Conduct that exposes the Company to legal liability or regulatory risk;
• Reasonable suspicion of fraud, theft, or any other conduct involving dishonesty;
• Failure to maintain required insurance coverage where insurance is a condition of eligibility for a particular Assignment category.

• Communication channels. Assignments will be issued via email or an approved communication platform. Verbal Assignments are not recognized as binding and do not entitle the Subcontractor to compensation;
• Assignment record. Every Assignment carries a unique reference identifier; Subcontractor must use this identifier in all correspondence, Documentation, and Invoice submissions;
• Acceptance. Acceptance of an Assignment occurs when Subcontractor confirms the Assignment in writing or commences performance, whichever is earlier;
• No retroactive Assignments. The Company will not retroactively authorize work that was performed without an active Assignment in place.

Each Assignment will specify a defined scope of work, including: the type of service, the recipient or location, the documents involved, the timeline, the number of authorized attempts, and any special instructions. Subcontractor shall perform only the services specified in the Assignment and shall not expand, modify, or substitute any element of the scope without prior written approval from the Company.

• Mid-Assignment changes. If a Subcontractor encounters circumstances that may require scope modification, they must contact the Company immediately at info@served123.com for guidance before proceeding;
• Number of attempts. The Company's standard service Assignment authorizes three (3) diligent attempts unless otherwise specified. Additional attempts require a new Assignment;
• Posting and substitute service. Posting at the door or substitute service on a household member may be authorized only where (a) state law permits, (b) the Assignment expressly authorizes it, and (c) prior diligent attempts have been documented per state-law requirements.

The Company may, from time to time, issue "passive observation" or "compliance audit" Assignments to Subcontractors. These Assignments involve visiting a specified commercial location to document observable business activities for compliance, investigative, or due-diligence purposes.

• No identification disclosure. Subcontractors must not identify themselves as agents of the Company, as process servers, or as investigators unless specifically instructed in writing to do so;
• Legal conduct only. All observation activities must be conducted from publicly accessible locations. Trespassing, covert recording in private spaces, attempts to gain unauthorized access, or any unlawful surveillance technique is strictly prohibited;
• Documentation. Subcontractors must submit a written report of their observations along with any authorized photographs and GPS-verified visit confirmation;
• Scope limitation. Passive observation Assignments do not authorize the collection of personal information beyond what is observable in plain view from public space, the recording of private conversations, or any interaction beyond publicly visible activity;
• State law compliance. Subcontractor is responsible for compliance with state-specific consent-to-record laws — never assume a single-party-consent state without verifying current law.

Subcontractors are the Company's representatives in the field. Professional, courteous, and lawful conduct is required at all times during the performance of an Assignment. Subcontractor agrees to:

• Treat all parties professionally. Treat recipients, witnesses, household members, court personnel, and the public with civility and professional respect — even when the recipient is hostile, evasive, or uncooperative;
• Comply with all applicable law. Including state and local process-service rules, privacy laws, anti-harassment laws, trespass laws, and any orders applicable to the matter;
• Refrain from discrimination and harassment. Do not discriminate against or harass any individual on the basis of race, color, national origin, religion, sex, sexual orientation, gender identity, age, disability, or any other protected characteristic under applicable law;
• Avoid conflicts of interest. Disclose to the Company any prior or existing relationship with a recipient, target, or party to the matter that could create a conflict of interest;
• Refrain from misrepresentation. Do not falsely represent your identity, authority, employer, or purpose to any party, except where permitted by applicable law for legitimate investigative purposes and authorized by the Assignment;
• Appearance and dress. Maintain a clean, professional appearance appropriate for the Assignment context. Avoid clothing or insignia that could be confused with law enforcement, court personnel, or government officials unless authorized;
• Fitness for duty. Do not perform Assignments while impaired by alcohol, illegal drugs, or any substance (prescription or otherwise) that compromises judgment, motor skills, or safe operation of a vehicle.

Safety is the Subcontractor's responsibility in the field. The Company expects Subcontractors to:

• Assess each location. Before approaching, briefly assess the property, surroundings, and any visible hazards. Note vehicles, animals, occupancy indicators, and any signs of agitation;
• Withdraw from unsafe situations. If a recipient becomes aggressive, displays a weapon, or otherwise creates a threat, withdraw immediately and document the encounter. Safety always supersedes service-completion;
• Comply with trespass law. Do not enter closed gates, posted property, or fenced areas without authorization. Do not enter dwellings without invitation from a person authorized to give it;
• De-escalate. Use calm, non-confrontational language. Disengage from arguments. Once service is effected (or attempted), leave promptly;
• Vehicle and equipment. Maintain a roadworthy vehicle, current registration and insurance, and any equipment (phone, GPS tracker, documentation supplies) required to perform Assignments;
• Personal protective measures. Subcontractors are responsible for their own personal safety equipment (high-visibility gear in road environments, defensive equipment where legally permitted and prudent). The Company does not provide equipment;
• Firearms and weapons. Subcontractors are personally responsible for compliance with all federal, state, and local firearms and weapons laws. Carrying a weapon is the Subcontractor's individual decision and risk; the Company does not authorize, require, or insure against weapon use.

Effective communication is essential to Assignment success and to the Company's ability to satisfy Client expectations. Subcontractors are required to:

• Maintain reachability. Be reachable by phone or email during reasonable business hours and during any active Assignment window;
• Status updates. Provide timely status updates after each attempt and upon Assignment completion. Updates must be specific (e.g., "Attempt 1 made at 4:15 PM; no answer; vehicles present; will reattempt evening Day 2") rather than generic;
• Respond within 24 hours. Respond to non-urgent Company inquiries within 24 hours; urgent inquiries (Client-facing time-sensitive updates) within 2–4 hours;
• Use Company channels only. Communicate about Assignments only through Company-approved channels (Company email, designated platforms). Do not communicate with Clients directly except as expressly authorized;
• Professional written communication. Written communications should be clear, complete, properly spelled, and free of slang. Reports and Documentation are Company business records and may be filed with courts;
• No public posting. Do not post, discuss, or describe Assignment details on social media, public forums, blogs, or any other public-facing channel, even with identifying information removed.

All Assignments must be documented with precision and completeness. Inaccurate, incomplete, or falsified Documentation is a material breach of this Agreement and may result in non-payment, removal from the Active Roster, and legal action.

• Affidavit / Declaration of Service. Must accurately reflect the date, time, address, method of service, and outcome of each attempt. Must be notarized where required by state law or Company instruction. The Subcontractor making service must personally execute the affidavit;
• Affidavit of Due Diligence. Where service cannot be completed, Subcontractor must prepare a detailed Affidavit of Due Diligence documenting all attempts, observations, and conditions encountered (e.g., bad address, vacant property, refused service, evasion);
• Attempt logs. Each attempt must be logged with date, exact clock time, address, observation, and outcome. Generic entries ("not home") are insufficient — describe what you observed (vehicles, lights, noise, occupancy indicators);
• Timeliness. All Documentation must be submitted to the Company within 48 hours of the final service attempt or Assignment completion, unless a different timeframe is specified in the Assignment brief;
• No alteration. Documentation may not be altered, backdated, or amended after submission without written authorization from the Company. Falsification of any record is grounds for immediate termination and legal referral;
• State-specific format. Affidavits must conform to the format required by the state and court in which the underlying matter is pending. The Company will provide guidance on state-specific format requirements when the Assignment is issued.

For all field Assignments, Subcontractors must provide time-stamped photographic evidence and GPS-verified location data confirming each visit to a service address. Specifically:

• Address-confirming photo. At least one clear photograph of the service address exterior with visible signage, house number, or identifiable features;
• Presence photo. For successful personal service, a photograph confirming the Subcontractor's presence at the location at the time of service;
• Substitute-service photo. For substitute service or posting, a photograph of the door or point of service, plus any notes, tags, or materials left if permitted by state law;
• Metadata. Photos must include embedded metadata showing date, time, and GPS coordinates, or be accompanied by a separate GPS log confirming the visit location and timestamp;
• Quality. Photos must be in focus, well-lit, and the relevant subject (door, building, address marker) must be clearly identifiable.

Compensation for each Assignment is fixed at the rate agreed upon in advance. No additional fees, mileage surcharges, or incidental expenses will be reimbursed unless explicitly agreed to in writing before the Assignment is accepted. The agreed compensation is paid per Assignment — not per successful service.

• Rate communication. Compensation rates are communicated at the time the Assignment is offered. Acceptance of the Assignment constitutes agreement to the stated rate;
• No travel fee unless agreed. No separate payment will be made for travel unless a separate travel fee was agreed upon prior to acceptance;
• Non-Service compensation. Compensation for unsuccessful Assignments is paid at the agreed rate provided all required Documentation and reporting requirements have been met (per Part V);
• No rush rates unless quoted. The Company does not pay rush or premium rates unless such rates were communicated in writing as part of the Assignment offer;
• Withholding for non-compliance. The Company may withhold compensation for Assignments where Documentation is missing, late, falsified, or non-compliant with these standards.

All Invoices must be submitted via email to info@served123.com with the subject line: "INVOICE — [Assignment ID] — [Subcontractor Name]". Invoices must be submitted within 30 days of Assignment completion. Invoices received after 30 days may be declined at the Company's discretion.

Each Invoice must include:

• Subcontractor's full legal name, business name (if applicable), and mailing address;
• Assignment ID or reference number as provided by the Company;
• Date(s) of service and description of service performed;
• Agreed compensation amount;
• Attached affidavit, declaration of service, or due diligence report as applicable;
• Subcontractor's preferred payment method and details.

The Company processes Subcontractor payments upon receipt of a complete, accurate Invoice and verification that all required Documentation has been submitted. Standard payment processing window is 7–14 business days from Invoice approval.

• Payment methods. Payments are issued by check, ACH, or other agreed method; Subcontractors must provide accurate payment details in writing and notify the Company promptly of any changes;
• Incomplete submissions. Incomplete Invoices or submissions missing required Documentation will not be processed until all requirements are met; the payment window begins upon receipt of a complete submission;
• Payment disputes. Disputes about a payment must be raised in writing within 30 days of the payment date; disputes submitted after this window will not be reviewed;
• Offset. The Company reserves the right to offset payment against amounts owed by Subcontractor for prior errors, damages, reimbursable items, or unreturned Company property;
• Wire-fraud verification. Any request to change Subcontractor payment information must be verified by a Company representative through a known phone number or email channel before the change is processed. Email-only change requests are not accepted.

All Confidential Information received by Subcontractor in connection with any Assignment — including Client identities, case details, service targets, addresses, documents, pricing, fee structures, and operational methods — is strictly confidential. Subcontractor shall not disclose, share, publish, or communicate such information to any third party without the Company's prior written authorization.

• Secure storage. Confidential Information must be stored securely (encrypted devices, locked physical files) and not retained beyond the period necessary to complete the Assignment, except as required by § 20 record retention;
• Return or destroy. Upon Assignment completion or termination, Subcontractor must destroy or return all confidential materials as directed by the Company, except records the Subcontractor must retain under applicable law;
• Breach notification. Subcontractor must notify the Company immediately upon discovering any unauthorized access to or potential breach involving Confidential Information — including device loss, theft, ransomware, or accidental disclosure;
• Family and personnel. Subcontractor is responsible for ensuring that any family member, employee, or assistant with access to Confidential Information is bound by an equivalent confidentiality obligation;
• Survival. This confidentiality obligation survives termination indefinitely with respect to trade secrets, and for a period of five (5) years for all other Confidential Information.

Additionally, Subcontractor shall not:

• Disclose the identity of any Company Client or the details of any Assignment to any third party without the Company's prior written consent;
• Solicit Company employees or other Subcontractors to leave the Company's roster or to work for a competing business;
• Use Company-provided Client information, case details, or operational knowledge to establish or operate a competing business;
• Permit any related entity, family member, or affiliate to engage in conduct that would violate this Section if performed by Subcontractor directly.

Subcontractor handles personal information about Clients, recipients of service, witnesses, and other individuals in the course of performing Assignments. Subcontractor agrees to handle this information consistent with the Company's commitments under its Privacy Policy and applicable law.

• Purpose limitation. Personal information received in connection with an Assignment may be used only to perform that Assignment and may not be used for any secondary purpose;
• No sale or sharing. Subcontractor shall not sell, share, license, trade, or commercially exploit personal information received in connection with an Assignment;
• Permissible purpose for skip tracing. Skip-trace results may be used only for the permissible purpose for which they were authorized (e.g., service of process), and not for any other purpose governed by the FCRA, DPPA, GLBA, or analogous law;
• Sensitive information. Where Documents contain Sensitive Personal Information (government identifiers, health information, financial account information), Subcontractor shall apply heightened safeguards proportionate to the sensitivity;
• Data subject requests. If Subcontractor receives a privacy rights request (access, deletion, correction) from a data subject, Subcontractor shall forward it promptly to the Company at info@served123.com and shall not respond directly without Company instruction;
• Breach reporting. Personal-information breaches must be reported to the Company immediately upon discovery to enable the Company to satisfy its statutory breach-notification obligations.

To the maximum extent permitted by applicable law, the Company's total liability to Subcontractor for any claim arising under this Agreement shall not exceed the total compensation paid to Subcontractor for the specific Assignment giving rise to the claim. The Company shall not be liable for any indirect, consequential, incidental, punitive, or exemplary damages, including lost income or lost business opportunities.

These limitations apply regardless of the theory of liability (contract, tort, statute, or otherwise) and survive termination of this Agreement.

Subcontractor agrees to defend, indemnify, and hold harmless Served 123 LLC, its officers, directors, members, employees, agents, and Clients from and against any and all claims, damages, losses, fines, penalties, costs, and expenses (including reasonable attorneys' fees) arising from or relating to:

• Any negligent, reckless, or intentional act or omission by Subcontractor in the performance of any Assignment;
• Subcontractor's breach of any provision of this Agreement;
• Subcontractor's violation of any applicable law, including licensing requirements, privacy law, anti-discrimination law, labor law, traffic law, and trespass law;
• Any claim by a third party arising from Subcontractor's performance of services, misrepresentation of authority, or unlawful conduct;
• Falsification of service records, affidavits, photos, GPS data, or any other Documentation submitted to the Company;
• Any breach of Confidentiality, Non-Solicitation, or Data Protection obligations under Part VII;
• Any vehicle accident, injury, property damage, or other incident occurring during the performance of an Assignment.

Neither party is liable for any failure or delay in performance caused by events beyond its reasonable control, including: acts of God, natural disasters, public-health emergencies, war or armed conflict, civil unrest, terrorist acts, government action, court closures, utility outages, cyber incidents, supply-chain disruptions, and labor actions.

• Notice. A party seeking force-majeure relief shall notify the other promptly and in good faith with reasonable detail about the event and expected duration;
• Suspension of performance. Performance is suspended for the duration of the force-majeure event and resumed promptly upon resolution;
• Mitigation. Both parties shall act in good faith to mitigate the effects of the event and identify alternative paths to completion;
• Termination right. If a force-majeure event continues for more than thirty (30) consecutive days, either party may terminate the affected Assignment(s) without liability, subject to compensation for work documented and completed before the event.

Subcontractor shall not subcontract, delegate, transfer, or otherwise assign the performance of any Assignment, in whole or in part, to any third party (whether another individual, entity, family member, employee, or assistant) without the prior written consent of the Company.

• Personal performance. The Company engages each Subcontractor based on their specific licensing, experience, geographic coverage, and background-check results. Substitution of an unauthorized performer is a material breach;
• Identity of affiant. The Subcontractor making service must personally execute the affidavit. Affidavits signed by anyone other than the person who actually made service are grounds for immediate removal and may constitute perjury;
• Approved help. Where a Subcontractor operates as a business entity with employees, the entity must identify in writing the individuals who will perform Assignments. Each performing individual must independently satisfy §§ 7–9 (licensing, insurance, background check).

This Agreement is governed by and construed in accordance with the laws of the jurisdiction in which the Company maintains its principal place of business, without regard to conflict-of-law principles.

Assignment inquiries, Documentation submissions, Invoices, status updates, and all Subcontractor correspondence should be directed to: