Independent Contractor Agreement

This Independent Contractor Agreement (“Agreement”) is entered into between Belly LLC, a Minnesota limited liability company doing business as InsightScoop (“Company”), and the individual accepting this Agreement electronically (“Contractor” or “Scooper”).

Contractor is an independent contractor and not an employee, partner, agent, joint venturer, or franchisee of Company. Nothing in this Agreement creates an employment relationship.

• Contractor retains full discretion over when, whether, and how to accept and perform service requests, subject only to minimum platform quality standards.
• Contractor is free to perform services for other companies, including competitors, without restriction.
• Contractor may engage helpers, substitutes, or subcontractors to perform services, provided they meet platform safety and background-check requirements.
• Company does not require Contractor to wear any branded uniform. Company may provide optional branded apparel at Contractor’s request, but use is voluntary and not a condition of service.
• Contractor supplies their own tools, transportation, and equipment necessary to perform services.

Company will pay Contractor for completed services according to the rate schedule displayed in the InsightScoop platform at the time each service request is accepted. Rates are set per service visit and may vary based on yard size, service type, frequency, and territory.

• The per-visit rate for each job is disclosed to Contractor before acceptance. Contractor may decline any job offer without penalty.
• Payments are processed weekly via the payment method on file. Contractor may request expedited payouts per platform terms.
• Company may adjust rate schedules prospectively with 14 days’ written notice via the platform or email.

Contractor is solely responsible for payment of all federal, state, and local taxes arising from compensation received under this Agreement, including but not limited to income taxes, self-employment taxes, sales taxes, and any other applicable taxes.

Company will issue IRS Form 1099-NEC (or applicable successor form) to Contractor for each calendar year in which Contractor receives $600 or more in compensation. Company will not withhold any taxes from payments to Contractor.

• Personal auto insurance (required): Contractor must maintain valid personal automobile insurance meeting or exceeding Minnesota minimum coverage requirements for the duration of this Agreement.
• General liability insurance (recommended): Company strongly recommends Contractor maintain general commercial liability insurance of at least $1,000,000 per occurrence.
• Contractor acknowledges that Company does not provide workers’ compensation coverage, disability insurance, health insurance, or any other employment-related benefits.

Contractor hereby irrevocably assigns to Company all right, title, and interest in and to any photographs, images, data, observations, reports, and other materials (“Work Product”) created, captured, or collected by Contractor in the course of performing services under this Agreement.

This assignment includes, without limitation: photographs of pet waste, yard conditions, stool attributes, health-related observations, GPS and route data, and any metadata associated therewith.

Contractor waives any moral rights in the Work Product to the fullest extent permitted by law. Contractor will cooperate with Company in securing intellectual property protections at Company’s expense.

Contractor shall indemnify, defend, and hold harmless Company, its officers, directors, employees, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

• Contractor’s performance or failure to perform services;
• Contractor’s breach of this Agreement or violation of any law;
• Any injury, death, or property damage caused by Contractor, Contractor’s helpers, or Contractor’s subcontractors;
• Any claim that Contractor is an employee of Company or entitled to employment-related benefits.

During the term of this Agreement and for a period of twelve (12) months following termination or deactivation for any reason, Contractor shall not, directly or indirectly:

• Solicit, contact, or provide pet waste removal or similar yard services to any customer of Company whom Contractor serviced or whose information Contractor received through the InsightScoop platform;
• Encourage any Company customer to reduce or terminate their use of Company’s services.

This restriction applies only to customers with whom Contractor had contact through the platform. Contractor is free to market general services to the public at large.

Either party may terminate this Agreement at any time, for any reason or no reason, with or without cause, by providing written notice (including email or in-platform notification). Upon termination, Company will pay Contractor for all completed services not yet paid. Sections 6 (IP Assignment), 7 (Indemnification), 8 (Non-Solicitation), 10 (Arbitration), and 11 (Governing Law) survive termination.

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

10.1 Agreement to Arbitrate

Contractor and Company mutually agree that any dispute, claim, or controversy arising out of or relating to this Agreement, Contractor’s relationship with Company, or Contractor’s use of the InsightScoop platform (“Disputes”) shall be resolved exclusively through final and binding arbitration, rather than in court, except as set forth below.

10.2 Arbitration Rules & Venue

Arbitration shall be administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (or, if applicable, its Commercial Arbitration Rules). The arbitration shall take place in Minneapolis, Minnesota, or at a mutually agreed location. The arbitrator’s decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

10.3 Class Action Waiver

CONTRACTOR AND COMPANY EACH WAIVE THE RIGHT TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR ANY OTHER REPRESENTATIVE PROCEEDING. All Disputes must be arbitrated on an individual basis only. The arbitrator may not consolidate claims of multiple parties or preside over any form of representative or class proceeding.

10.4 Small Claims Exception

Notwithstanding the foregoing, either party may bring an individual action in small claims court in Hennepin County, Minnesota, provided the claim falls within the court’s jurisdictional limits.

10.5 Thirty-Day Opt-Out Right

Contractor may opt out of this arbitration agreement by sending written notice to legal@getinsightscoop.com within thirty (30) calendar days of signing this Agreement. The notice must include Contractor’s full name, address, email address, and a clear statement that Contractor wishes to opt out of the Arbitration Agreement. If Contractor timely opts out, all other provisions of this Agreement remain in full force and effect, and any Disputes will be resolved in the state or federal courts located in Hennepin County, Minnesota.

10.6 Fees & Costs

Company will pay all AAA filing fees and arbitrator compensation for claims under $10,000. For claims of $10,000 or more, fees will be split according to AAA rules, unless the arbitrator determines that such allocation would be cost-prohibitive to Contractor, in which case Company will pay a greater share.

This Agreement shall be governed by and construed in accordance with the laws of the State of Minnesota, without regard to conflict-of-laws principles. The parties acknowledge that Minnesota law, including the economic reality test applied by Minnesota courts, governs the determination of Contractor’s status as an independent contractor.

Contractor agrees to keep confidential all non-public information received through the InsightScoop platform, including but not limited to customer data, route information, pricing models, and business processes. This obligation survives termination of this Agreement.

This Agreement, together with the InsightScoop Scooper Terms of Service and Privacy Policy, constitutes the entire agreement between the parties regarding the subject matter herein. Company may update this Agreement by providing 30 days’ written notice. Continued use of the platform after the notice period constitutes acceptance of the updated terms. Material changes to the arbitration provision require affirmative re-acceptance.

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect. If the class action waiver in Section 10.3 is found unenforceable, the entirety of Section 10 shall be void and Disputes shall be resolved in court.