These Terms and Conditions (the “Terms”) apply to the business relationship between Bus Stop Mamas, LLC (“BSM”) and the Candidate seeking a project-based, temporary, or permanent work assignment (the “Candidate”) from a business (the “Client,” which term shall include all subsidiary and associated companies, firms, and associations) seeking to engage the Candidate to perform services. These Terms are deemed to be accepted by the Candidate by virtue of a request for an introduction to a Client, an interview of any kind with a Client, or by signing the Terms.

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1. Services. Candidate agrees to perform services for Client in accordance with the directions, specifications, conditions, and requirements of Client, which may be modified from time to time (the “Services”). Candidate will devote as much of his/her time as may be necessary to perform the Services in a competent and reasonable manner, as mutually agreed to by the Candidate and Client. Candidate will perform the Services using his/her best efforts and in a competent and reasonable manner. Candidate has sole discretion to provide Services to a Client or engage in other business or employment-related activities.
    

2. Candidate Obligations. Candidate agrees to keep BSM generally updated, upon its request, of any progress, problems, and/or developments of which Candidate is aware regarding the Services. Candidate agrees to notify BSM within three (3) days following Candidate’s acceptance of any engagement to provide Services to a Client, with such notification to include a description of the Services, the rate of compensation, and start date. Candidate will also promptly notify BSM if Candidate’s status in providing Services on a project-based, temporary or permanent basis changes.  Candidate agrees to promptly follow up with all Clients to whom Candidate is introduced and to attend any interview requested by the Client.  
    

3. Compensation. BSM shall not charge a fee to Candidate under any circumstances. All compensation for work performed by Candidate for Client shall be paid by Client to Candidate. BSM is not responsible for making any payment to Candidate for the Services or otherwise.
    

4. Status as an Independent Contractor. Candidate is not an employee, partner, or joint venture with BSM or the Client. These Terms do not make Candidate the agent or legal representative of BSM for any purpose. Nothing contained herein shall be construed to create an employer–employee relationship between Candidate and BSM or the Client. Candidate is solely responsible for his/her acts and the acts of Candidate’s agents, employees, and subcontractors, if any, while engaged in the performance of Services for Client. 
    

5. Candidate’s Qualifications and Requirements. BSM shall not be responsible for any of Candidate’s training and shall not require Candidate to attend any training. Client shall have sole responsibility for providing Candidate with any policy manuals, employee handbooks, or other materials relating to Candidate’s engagement with Client. Candidate is responsible for ensuring that it holds any necessary licenses, permits, or other qualifications for any work Candidate is required to do for Client. Candidate represents that it is authorized to perform the Services Client requires in relation to any place where that work is to be carried out. Candidate is required to supply Candidate’s own equipment, supplies, method of travel, attire, and anything similar that is necessary to complete Candidate’s engagement with Client.
    

6. Length of Engagement and Hours Worked. The decision whether or not to retain a Candidate identified by BSM will be made solely by the Client. BSM does not warrant that if a Client engages Candidate, that the engagement will last for any particular period of time or will become a permanent position. After retaining Candidate, Client will have sole control over the means and manner of the work Candidate is scheduled to perform, the work that Candidate performs, and the method and amount of payment to be made to Candidate for said work. 
    

7. Discharge of Engagement. Client will retain the sole right to discharge Candidate for any reason allowed by law. BSM will not advise or request at any time that a Client terminate a Candidate’s engagement. 
    

8. Limitation of Liability and Indemnity. BSM shall not be liable for any loss, damage, or expense suffered or incurred by the Candidate arising from or in any way connected with:(a) BSM introducing the Candidate to the Client or the Client retaining the Candidate; (b) Candidate’s failure to meet Client’s requirements; (c) any act or omission of Candidate or Client. Candidate agrees to indemnify BSM and hold BSM harmless from any and all claims or penalties asserted against BSM for any failure by Candidate to pay taxes due on any form of compensation paid to Candidate under these Terms. Candidate also agrees to indemnify BSM and hold BSM harmless from any and all claims asserted against BSM relating to Candidate’s personal behavior, negligence, or work actions.
    

9. Governing Law. These Terms shall be governed by and construed in accordance with the laws of the state of Minnesota. Any action arising out of or relating to these Terms shall be brought in Hennepin County District Court or the United States District Court for the District of Minnesota or the Client.
    

10. Entire Agreement. These Terms constitute the entire agreement between the parties. No supplement, modification, or amendment of these Terms shall be binding unless executed in writing and signed by both parties.
     

11. Enforceability. Any clause or provision in these Terms that might otherwise be invalid or unenforceable because of a contradiction of any applicable law shall be deemed amended to the extent necessary to remove the cause of such invalidation or unenforceability in such provision, and all other provisions of these Terms shall remain in force and effect.
     

12. Non-Waiver. The failure of a party to enforce the provisions of these Terms will not be a waiver of any provision or the right of such party thereafter to enforce each and every provision of these Terms.