Contractor / Pro Platform Agreement

This Contractor/Pro Platform Agreement ("Agreement") is between Scoped LLC, a Pennsylvania limited liability company doing business as "Scoped.Pro" ("Scoped.Pro," "we," "us"), and the contractor, tradesperson, or contracting business registering as a "Pro" on the Platform ("you," "Pro"). This Agreement supplements and is incorporated into the Scoped.Pro Terms of Service (the "ToS"). In the event of a direct conflict specific to Pro obligations, this Agreement controls; the ToS controls all other matters.

By completing Pro registration or onboarding — including via a claim link sent to a business we've identified through public sources — accepting a lead, submitting a quote, or otherwise using the Platform as a Pro, you agree to this Agreement. If you are registering on behalf of a company, you represent you have authority to bind that company, and its owners, employees, and subcontractors performing work under your account.

• You agree to provide accurate business information, including legal business name, license numbers, insurance information, service area, and trade categories, and to promptly update this information if it changes, lapses, or expires.
• If your business profile was created from publicly available information before you registered (an "unclaimed" listing), you may claim it using a claim link, token, or PIN we provide. Claiming a profile confirms that you are an authorized representative of that business and agree to be bound by this Agreement and the ToS as of the date of claiming.
• You are responsible for all activity on your account and for any team member you add under Section 8, and for keeping your login credentials (including any PIN-based access) confidential.
• We may independently verify, or ask you to submit documentation supporting, any license, insurance, or business information you provide, and may label information "verified," "unverified," or "pending" based on the review actually performed, as described in the ToS.

You are an independent business, not an employee, agent, partner, franchisee, or joint venturer of Scoped.Pro. You control the manner, means, methods, price, scheduling, and performance of any work you agree to do for a Homeowner. Scoped.Pro does not supervise, direct, train, or control your work, does not set your prices (except to the extent you use Platform tools to prepare a quote), and does not require you to accept any lead, use any particular tool, method, or workflow, or work exclusively through the Platform.

Nothing in this Agreement, in the Platform's design (including any scheduling, task-tracking, or milestone features), or in our provision of leads is intended to or does create an employment relationship. You are solely responsible for your own tax filings, licensing, insurance, workers' compensation coverage for any employees or subcontractors you use, and compliance with employment and labor law with respect to your own workforce.

You are free to, and Scoped.Pro does not restrict your ability to, provide services to homeowners or businesses found outside the Platform, or to use other lead-generation or marketplace services, subject to Section 9.

• You represent and warrant that you hold all licenses, registrations, and permits required by Pennsylvania (or your operating jurisdiction) and any applicable municipality to perform the trade work you offer on the Platform, and that you will maintain them in good standing.
• You represent and warrant that you carry general liability insurance, and workers' compensation insurance if you have employees, at levels adequate for the work you perform and as required by law, and will provide proof of coverage upon request.
• You are solely responsible for obtaining any permits, inspections, or code-compliance approvals required for work you perform, and for complying with all applicable consumer-protection and home-improvement contracting laws, including Pennsylvania's Home Improvement Consumer Protection Act (HICPA) registration requirements where applicable.
• We may suspend your ability to accept new leads if your license or insurance information on file appears expired, unverifiable, or lapsed, until updated documentation is provided.

• Leads shown to you through the Platform are based on your registered trade categories, service area, and other matching criteria, and are provided on a best-efforts basis. Scoped.Pro does not guarantee any minimum number, quality, or value of leads, that a lead will result in a signed job, or that homeowner-provided or AI-generated project information is complete or accurate.
• Certain leads require you to affirmatively accept the lead before you may submit a quote. Accepting a lead may consume a lead credit, count against a plan allowance, or trigger a lead fee, as described in your then-current pricing plan (including any introductory "founding Pro" terms). Accepted leads and associated fees are non-refundable once accepted, except as required by law or as we otherwise state at the time.
• Subscription or lead-package fees are billed in advance on the cadence disclosed at signup and, unless stated otherwise, are non-refundable and do not carry over except as expressly described in your plan.
• We may change pricing, lead-fee structure, or plan terms prospectively upon notice; continued use of the Platform after the effective date of a change constitutes acceptance for leads accepted after that date.

Any quote you submit is your own offer, not Scoped.Pro's, and any contract formed upon a Homeowner's acceptance is solely between you and the Homeowner. Scoped.Pro is not a party to that contract and is not responsible for its performance, for payment under it, or for any dispute arising from it.

• You are responsible for independently verifying project scope — including, where appropriate, through your own site visit — before finalizing a quote, regardless of any AI-generated scope, cost estimate, or "flagged concern" shown on the Platform.
• You agree to honor quotes you submit and accept in good faith, and to use the Platform's change-order tools (or an equivalent written change order) to document and obtain Homeowner approval for any scope or price change rather than making undocumented verbal changes.
• You are solely responsible for arranging payment terms and collecting payment directly from the Homeowner; Scoped.Pro does not process, hold, or have custody of any payment for work performed, and any milestone or progress indicators shown on the Platform are for organizational purposes only and do not constitute an invoice, payment instruction, or fund transfer.
• Address access: a Homeowner's full street address is not provided to you upon lead acceptance alone. Address access unlocks only when (a) the Homeowner affirmatively approves a site-visit request you submit through the Platform, or (b) the Homeowner accepts your quote. You may request a site visit through the Platform's site-visit tools, but the Homeowner must affirmatively approve it; you may not obtain or use the address through any other means.

If you or a team member conducts a site visit through the Platform, you agree that photos, video, audio, annotations, and notes submitted are accurate to the best of your knowledge and may be used to refine the project scope, shared with the Homeowner, and (in de-identified or aggregate form) used to improve our AI models and services as described in our Privacy Policy.

If you operate as a company with multiple team members (admins, experts, or field workers) under a single Scoped.Pro company account, you are responsible for: (a) the accuracy of information submitted by any team member acting under your account; (b) ensuring team members you invite are authorized to act on your company's behalf and to view Homeowner information they access; and (c) promptly removing access for team members who leave your company.

• The individual who creates a company account is its initial administrator and may invite additional members and assign roles (e.g., admin, expert, field worker).
• You agree that role-based access (for example, limiting certain team members to field data capture rather than quoting or messaging) does not change your company's responsibility for all activity under the company account.
• You may deactivate a team member's access at any time; Scoped.Pro is not responsible for a team member's continued access to Homeowner information if you fail to promptly remove them after their departure.

[Note for counsel: anti-circumvention clauses are common in service marketplaces but should be scoped narrowly — limited in time and to the specific introduced Homeowner/project — to reduce unfair-competition and antitrust exposure, and should not attempt to restrict a Pro's general freedom to compete or serve customers found independently.]

With respect to a specific Homeowner and project introduced to you through the Platform, you agree not to knowingly induce that Homeowner to pay you directly, off-platform, for the purpose of avoiding an applicable Scoped.Pro lead fee, for a period of [12] months from the date of introduction, for that same or a substantially related project. This section does not restrict you from performing work for any Homeowner you did not meet through the Platform, from bidding on unrelated future projects for the same Homeowner introduced more than [12] months after the original introduction, or from your general right to compete for business outside the Platform.

• You agree not to submit, solicit, or incentivize fake, fraudulent, or materially misleading reviews, ratings, or portfolio content, and that portfolio items you upload accurately reflect work you performed.
• You grant Scoped.Pro a non-exclusive, royalty-free license to host, display, and use portfolio images, business descriptions, and other content you submit to operate and market the Platform, including on public-facing profile pages.

Homeowner contact information, project details, photos, video, and location data made available to you through the Platform are provided solely to allow you to evaluate and bid on a project or perform accepted work. You agree to use this information only for that purpose, not to sell, share, or use it to solicit unrelated business, and to handle it consistently with applicable privacy law and our Privacy Policy.

• Submitting false licensing, insurance, identity, or business information;
• Circumventing lead fees in violation of Section 9;
• Manipulating reviews, ratings, or lead-matching in bad faith;
• Harassing, discriminating against, or unlawfully targeting a Homeowner or another User;
• Performing work outside the scope of your license, or in a manner that violates applicable building codes or consumer-protection law;
• Using Homeowner information for any purpose other than evaluating or performing a project introduced through the Platform.

You are solely responsible for all taxes arising from amounts you earn from Homeowners, and for any applicable sales, use, or business taxes on your own services. Platform fees you pay to Scoped.Pro (lead fees, subscriptions) are separate from, and not calculated as a percentage of, any payment you receive from a Homeowner, since Scoped.Pro does not process or have visibility into that payment unless you choose to voluntarily report it.

The platform and any leads, AI-generated scope information, or homeowner information provided through it are provided "as is," without warranty of any kind. Scoped.Pro does not warrant the accuracy of homeowner-submitted or AI-generated project information, the creditworthiness or reliability of any homeowner, or that leads will result in paid work.

You agree to indemnify, defend, and hold harmless Scoped LLC and its owners, officers, employees, and agents from any claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) work you perform or fail to perform for a Homeowner, including any property damage, personal injury, or code violation; (b) your actual or alleged lack of required licensing or insurance; (c) your breach of this Agreement or the ToS; or (d) your misuse of Homeowner information.

To the maximum extent permitted by law, Scoped LLC's total aggregate liability to you arising out of or related to the platform or this agreement will not exceed the greater of the fees you paid to Scoped.Pro in the twelve (12) months before the claim arose, or one hundred dollars ($100). Scoped LLC is not liable for any indirect, consequential, or lost-profits damages, including lost leads or business opportunities.

• This Agreement remains in effect while you maintain a Pro account. You may close your account at any time, subject to fulfilling obligations on any project already accepted.
• We may suspend or terminate your account, with or without notice, for violation of this Agreement or the ToS, expired or unverifiable licensing/insurance, repeated Homeowner complaints, fraud, or any conduct we reasonably believe creates legal or safety risk.
• Sections that by their nature should survive termination (including Sections 3, 6, 9, 11, 13–16) will survive.

This Agreement is governed by the laws of the Commonwealth of Pennsylvania. Disputes are subject to the dispute-resolution provisions of the Scoped.Pro Terms of Service, which are incorporated by reference.

• Entire Agreement: This Agreement, together with the ToS and Privacy Policy, is the entire agreement between you and Scoped.Pro regarding your participation as a Pro.
• Severability; No Waiver; Assignment; Notices: Governed the same as under the Terms of Service.
• Changes: We may update this Agreement upon notice; continued use as a Pro after the effective date constitutes acceptance.

Scoped LLC
rkennbiz@gmail.com