Terms And Conditions

TERMS AND CONDITIONS
VERSION 7.2

    PRE-LICENSE:
  1. DESCRIPTION OF SERVICES. RMO Agency, LLC (Hereinafter, "Agency") shall provide the following services (collectively, the "Services"):
    1. Agency will locate and refer to Contractor and Officer an individual who is licensed as a contractor by the Contractor State Licensing Board or the Construction Industry Licensing Board (Hereinafter, "Board") of the state in which Contractor is applying for the license and is qualified to serve as a Qualifier/Qualifying Agent/Qualifying Party/Qualified Individual/Responsible Managing Officer (Hereinafter, "QP/RMO") for their contractor's license.
    2. Agency shall use its reasonable efforts to cause an application for a new corporate contractor's license or QP/RMO replacement or adding a classification on behalf of Contractor to be signed by QP/RMO and delivered to Contractor or its agent or Board.
    3. Agency makes no warranties and assumes no liability for the content of the contractor or QP/RMO applications, as well as for the duration of the license approval process.
    4. Agency may replace a QP/RMO at its discretion and at no extra cost to Contractor.
    5. If QP/RMO is not available at execution of Contractor Finder's Fee Agreement between Contractor and Agency (Hereinafter, "Agreement"), Agency has up to 3 months to locate a QP/RMO. If no QP/RMO is found within 3 months of signing Agreement, then Agreement will be terminated and the security deposit, as referred to in any relevant agreements between the parties (the "Deposit"), fully refunded to Contractor.
    6. Contractor hereby authorizes Agency to conduct any background check(s) of its owners, directors, personnel and officers.
    7. Contractor shall have 5 days to notify Agency of its approval or disapproval of the referred QP/RMO.
    8. Contractor assumes full responsibility for timely processing of the application with the Board. QP/RMO may be reassigned to a different Contractor if any application, corrections, fingerprints and other license-related documents are not executed by Contractor within 10 days of receipt.
    9. Contractor and Officer hereby agree to: a. Pay all required license fees; b. Complete and submit all required forms to the Agency for submission to Board within 10 days of delivery; c. Reimburse Agency for any costs it incurs on behalf of Contractor at any time during the licensing process.

  2. SECURITY DEPOSIT
    1. Upon execution of Agreement, Contractor shall pay Agency the Deposit of the amount specified in the signed agreement.
    2. The Deposit is fully refundable upon the termination of this Agreement, subject to full compliance with all of the provisions of this Agreement.

  3. LICENSE APPLICATION PROCESSING.
    1. Agency may assist its clients with the BOARD applications OR may choose to outsource the Board application processing to a separate company. If outsourced, Contractor will pay all fees to the company directly. Agency is not responsible for application processing if processing is outsourced.
    2. If Agency is paid for application processing portion, Agency will perform the following:
      • Obtain a signed Application from the QP/RMO and Contractor.
      • Assist Contractor with completing the Application. Contractor will provide all necessary information to the best of his or her knowledge. Agency is not responsible for the contents of the application.
      • Deliver a complete application with Contractor and QP/RMO signatures including the Board processing fees (paid by Contractor) to the BOARD for processing.
      • Follow up with the Board during the application processing and assist the Contractor with any issues that might come up during the application process. In no way will Agency be responsible for payment of the amounts required to obtain the required insurances, bonds, or other items; said responsibility will be the sole responsibility of the Contractor.
      • Provide a replacement QP/RMO if needed due to QP/RMO issue, at no additional cost to contractor.
      • Refund Contractor for the non-refundable portion of the BOARD application fees if the application is rejected due to a QP/RMO issue.
      • Agency Processing fee is not refundable.
    3. Contractor Responsibilities for Application Processing:
      • Accuracy of the information entered on the application and complete background disclosure of a record.
      • Payment to Agency (or other company directly) for processing fees.
      • Payment for BOARD application fees.
      • Corporation setup, FEIN, or other identifying number (Corporation C or S, or LLC).
      • Provide Agency with accurate BOARD application number or relevant information required to track progress.
      • Purchase the necessary Contractor Bond/s, Worker's Compensation insurance policy and liability insurance as required by Board.
    4. Agency is not responsible for processing time or errors on the Board application. Maximum Agency liability not to exceed the processing fees paid to Agency by Contractor. Agency does not assume any liability for the accuracy of the Board Application submitted and/or is not responsible for the success or failure of the licensing process and/or any consequences that might result from a BOARD application investigation process.

  4. DISAPPROVAL OF CONTRACTOR'S LICENSE APPLICATION
    1. If due to QP/RMO: Agency will provide a replacement within 30 days at no cost to Contractor.
    2. If due to any reason related to Contractor or if Contractor chooses to voluntary withdraw the application after submission, Agreement shall terminate immediately, and Contractor agrees to forfeit deposit and any paid fees to Agency or Board.

    5. POST-LICENSE:
  5. CONTRACTOR OBLIGATIONS
    1. Contractor must follow the guidelines provided in Agency's Supervision and Mentorship Plan.
    2. Contractor hereby agrees to maintain a general commercial liability insurance policy with no less than One Million Dollars ($1,000,000) coverage per occurrence, or additional amounts as required by the relevant jurisdiction, as may be updated from time-to-time, and add the QP/RMO and Agency to said insurance policy as an additional insured loss payee. Contractor shall also maintain its bond and workers compensation insurance policy in force at all times, in compliance with all relevant laws and regulations of the Board. Contractor shall cause his/her insurance company to issue a certificate of insurance to Agency and QP/RMO for the commercial liability insurance.
    3. Employment relationship with QP/RMO: The nature and terms of the QP/RMO employment relationship, if any, shall be agreed between the QP/RMO and Contractor in a separate agreement. Contractor shall allow QP/RMO to provide services as may be necessary to fulfill QP/RMO's supervision obligations. Agency shall have no responsibility for QP/RMO's performance of his/her employment duties or obligations and for any matter in connection with QP/RMO's employment by Contractor. Payments for these additional services shall be paid directly to QP/RMO.
    4. As required by the guidelines established between the parties, Contractor shall provide the QP/RMO with a copy of each new contract signed with its customers before commencing any work (amounts may be omitted).
    5. Contractor shall not engage in any illegal conduct and shall not permit or encourage others to do so on its behalf or in relation to its activities. Illegal use of license results in immediate termination and full contract balance through its current expiration date becomes due immediately.
    6. Contractor shall not engage in any unlawful conduct and other conduct that has the effect of exposing the QP/RMO or Agency to financial or criminal liabilities, including but not limited to, unpaid or underpaid workers compensation premiums, unpaid arbitration resolutions against the Contractor, not allowing QP/RMO to supervise as required by Board. Contractor, and any officers, directors, or owners thereof, jointly and severally agree to fully reimburse QP/RMO or Agency for any expenses or charges for such workers compensation premiums, unpaid arbitration resolutions, bond claims and any other liabilities that might arise as a result of Contractor's business operations.

  6. PAYMENTS
    1. Contractor and individual signing the Agreement on behalf of Contractor agree to pay a monthly finder's fee of the amount specified in the Agreement to Agency for the Services ("Finder's Fee").
    2. Finder's Fee begins upon QP/RMO approval on the license and first month's payment is prorated accordingly. Finder's Fee is due on the 1st day of each month and will be paid in advance for each month without any prior demand.
    3. Agency at its option will either bill Contractor directly or authorize a third-party vendor to execute Direct Debit automatically, using the payment method provided by Contractor (bank account or credit card). Contractor hereby authorizes Agency to continue billing monthly per Agreement using the latest payment method provided to agency, and to update payment method if the current one becomes unusable.
    4. Contractor acknowledges and agrees that: (a) Agreement, is paid solely for Agency's efforts and ability to find the QP/RMO and refer him/her to Contractor, (b) The Finder's Fee does not include wages, payments for supervision activities, or other compensation and benefits for QP/RMO's work and services.
    5. The Finder's Fee is a monthly fee and shall be paid for as long as Contractor's license is qualified by a QP/RMO that has been provided by Agency subject to the terms of this Agreement. The obligation herein for Contractor to pay Agency shall survive the termination or expiration of this agreement and remain in full force and effect so long as QP/RMO is providing Services for Contractor.

  7. LATE PAYMENT & NSF FEES
    1. Any delinquent payment over 5 days shall be charged a $50 late fee, plus interest beginning on date payment was due, computed at a rate of 18% per annum on the undisputed amount.
    2. A fee of $45 will be charged for any Non-sufficient funds (NSF) check(s) or direct debits (Credit card / ACH).

  8. SALES PERSONS
    1. An additional charge of $350 per month per registered salesperson employed by Contractor shall be added to the monthly payment to Agency. This charge does not apply if Contractor registers its salespersons as officers.
    2. Contractor shall pay an additional $945 security deposit for each salesperson.

  9. LIQUIDATED DAMAGES
    1. Agency may elect to enforce the Liquidated Damages clause herein as follows: It is acknowledged that in the event of Contractor's breach of this Agreement, such breach will cause the Agency to incur substantial economic damages and losses of types and in amounts which are impossible to compute and ascertain with certainty as a basis for recovery by the Agency of actual damages, and that liquidated damages represent a fair, reasonable and appropriate estimate thereof.
    2. Accordingly, at Agency's election and in lieu of actual damages for such breach, the Contractor agrees that liquidated damages may be assessed and recovered by the Agency as against Contractor without Agency being required to present any evidence of the amount or character of actual damages sustained by reason thereof; therefore Contractor shall be liable to the Agency for payment of liquidated damages in the amount equal to one year of Contractor's payment obligations from the date of the breach.
    3. Such liquidated damages are intended to represent estimated actual damages and are not intended as a penalty, and Contractor shall pay them to Agency without limiting Contractor's right to terminate this agreement for default as provided elsewhere herein.

  10. COMMISSIONS
    Contractor shall not be required to make any commission payments to Agency or QP/RMO/RME.

  11. TERM/TERMINATION
    1. Agreement is effective for 1 year following the end of THIS current year, and auto-renews for successive terms of one year each, unless 30-day written notice is given by either party prior to its next expiration date.
    2. Contractor agrees to indemnify and hold Agency and QP/RMO harmless from any claims of damages due to termination of services or disassociation of Contractor's QP/RMO in accordance with the terms of this Agreement.
    3. Upon termination of this Agreement, Contractor shall send the Board a notice to disassociate the QP/RMO from Contractor.
    4. If Contractor refuses or fails to disassociate its QP/RMO upon the expiration or other termination of this Agreement, Contractor shall be deemed in holdover of his/her QP/RMO. Such holding over shall be construed as a month to month Finder's Fee Agreement, subject to all the provisions, conditions and obligations of this Agreement, except that Agency, at its sole option and at any time during the month to month arrangement, may increase the monthly fee to twice the monthly installment of the monthly finder's fee.
    5. Agency may also at its discretion request the RMO to disassociate from Contractor and send the applicable disassociation notice to the Board with RMO's permission.
    6. Upon a default of Agreement by Contractor, it may become necessary for Agency to refer Contractor to a collection agency and/or attorney for collections. In the event Contractor’s account is referred to a collection agency and/or collection attorney for collections, Contractor agrees to be liable for collection or attorney fees in the amount of 25% of the balance placed for collections. Contractor also agrees to interest in the amount of 1.5% per month on the past due balance.

  12. RELATIONSHIP OF PARTIES
    1. It is understood and agreed to by the parties that QP/RMO shall be employed by Contractor and that the QP/RMO is not the employee of Agency.
    2. It is also understood and agreed by the parties that QP/RMO shall hold a position as an officer of the Contractor as will be agreed between QP/RMO and Contractor.
    3. Contractor or any of its officers or agents shall not solicit and/or employ and/or enter into contract with any QP/RMO who is and/or has been associated or has a relationship with Agency to perform any work or service for Contactor without the written permission and consent of Agency. Such permission must be obtained in writing prior to any negotiation or proposals made to any such QP/RMO.
    4. Client shall not, at any time during the Term and thereafter, make statements or representations, or otherwise communicate, directly or indirectly, in writing, orally, or otherwise, or take any action which may, directly or indirectly, disparage the Company or any of its subsidiaries or affiliates or their respective officers, directors, employees, advisors, businesses or reputations. Notwithstanding the foregoing, nothing in this Agreement shall preclude Client from making truthful statements that are required by applicable law, regulation or legal process. Client agrees to pay a fine of $5,000.00 if Non-Disparagement is violated.

  13. NEGATIVE RECORD(S) ON QP/RMO'S LICENSE
    1. If Caused by Contractor: If negative information recorded on QP/RMO's license occurs due to Contractor's actions and fault, Contractor shall have 90 days to correct such record. If Contractor fails to correct negative QP/RMO's records within 90 days of notice, this Agreement shall terminate immediately, and Contractor shall pay Agency for the full outstanding balance of the entire contract through the end of its current expiration date. Contractor accepts these terms as full compensation to Agency for a loss of income due to Contractor's actions. Agency reserves the right to pursue any and all claims against Contractor regardless of this compensation, and waives no such claims.
    2. If Caused by QP/RMO. If negative information recorded on QP/RMO license occurs due to QP/RMO's own actions and fault, QP/RMO shall have 90 days to correct such record. If QP/RMO fails to correct negative records on QP/RMO license, Agency shall attempt to replace the Contractor's QP/RMO with another qualified QP/RMO at no additional cost to Contractor. If Agency fails to submit to Contractor a qualified QP/RMO, any and all Agreements shall terminate and the Deposit will be fully refunded to Contractor. Despite that termination, any clauses surviving said termination, contained within any relevant Agreements will remain in full force and effect.

  14. NEGATIVE LICENSE RECORDS ON CONTRACTOR'S LICENSE
    1. Contractor shall have 90 days to correct any negative information reported on its contractor license due to its actions. Failure to correct the negative information will result in immediate termination of this Agreement.
    2. Upon such termination, Contractor shall pay Agency an amount equal to the total of payments that are due through the end of the current calendar year or an amount equal to three monthly payments, whichever is higher.

  15. LOSS OF QP/RMO's LICENSE
    1. If Caused by QP/RMO: If QP/RMO can no longer qualify Contractor or loses his/her contractor's license due to his/her own actions and fault, or resigns, Agency shall submit a qualified QP/RMO to Contractor for approval within 30 days at no additional charge. If Agency is unable to find a qualified QP/RMO within 30 days, this Agreement shall terminate immediately and Security Deposit will be fully refunded to Contractor. Agency or RMO shall not be liable for any damages or costs to Contractor.
    2. If Caused by Contractor: If a loss of QP/RMO license occurs due to Contractor's actions and fault, this contract shall terminate immediately, and Contractor shall pay Agency for the full outstanding balance of the entire contract through the end of its current expiration date. Contractor accepts these terms as full compensation to Agency for the loss of income due to Contractor's actions.

  16. LOSS OF CONTRACTOR'S LICENSE
    In the event Contractor loses its contractor's license due to any reason whatsoever, this Agreement will terminate immediately and the security deposit will be forfeited.

  17. COMPLIANCE
    Monthly Visit Report Requirement: To maintain compliance with the Board's supervision requirements, Contractor is required to complete a Monthly Visit Report on the RMO Agency online portal no later than the last day of each calendar month. This report is essential to documenting the RMO's oversight and ensuring compliance with the Board's regulations.

    Failure to submit the Monthly Visit Report by the deadline will result in a $50 late fee, billed on the 1st of the following month. If the report is still not submitted by the 5th of the month, an additional $100 late fee will be assessed.

    IMPORTANT: Timely submission of these reports is critical. Incomplete or delayed reporting may:

    • Impact the RMO's compensation
    • Jeopardize compliance with the Board's supervision requirements
    • Lead to the disassociation of the RMO from the license

    Ongoing failure to submit monthly reports on time may result in further penalties or termination of this agreement. Contractor acknowledges the importance of this requirement and agrees to comply in order to protect the license, maintain program eligibility, and ensure a productive working relationship with the RMO.

  18. ASSIGNMENT
    Contractor and Officer may not assign or transfer its rights and obligations under this Agreement to any other person, entity, company, or corporation without the prior written consent of Agency. Agency may assign its rights and obligations under this Agreement to another person, entity or company.

  19. NOTICES
    1. All notices required or permitted under this Agreement shall be in writing and shall be deemed delivered when delivered in person or by certified mail addressed as follows:
    2. If for Agency: RMO Agency, LLC 4521 Campus Dr. #118 Irvine, California 92612
    3. If for Contractor: Name and address of Contractor as it appears Agreement.
    4. If for Officer: Name and address as it appears on Agreement.
    5. Each party may change such address from time to time by providing written notice to the other in the manner set forth above.

  20. AMENDMENT
    This Agreement may be modified or amended only if the amendment is made in writing and is signed by all parties to this Agreement. Notwithstanding the above, these Terms and Conditions may be modified at the sole discretion of Agency, and the terms will be immediately binding once notice is provided.

  21. SEVERABILITY
    1. If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable.
    2. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.

  22. NO WAIVER
    The failure of either party to enforce any provision of this Agreement shall not be construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision in this Agreement.

  23. INDEMNIFICATION
    Contractor and its officers and shareholders jointly and severally agree to fully indemnify and hold harmless Agency and/or its officers, and members for any claims, damages, losses, costs, or expenses of any nature incurred by Agency and/or its officers, and members arising out of this Agreement. Contractor and its officers and shareholders hereby represent and warrant that they are knowledgeable and familiar with the rules, regulations, and requirements of the relevant BOARD.

  24. CONFIDENTIALITY
    Contractor and Agency hereby respectively agree to hold in confidentiality all information revealed to either of them by the other by the QP/RMO, including but not limited to: client's names, employees, subcontractors, ownership information, fees, the contents of this Agreement, prospective QP/RMO identities, and other confidential information, except as may be required by applicable law or as expressly authorized by Agency or Contractor or QP/RMO.

  25. NON-COMPETE
    Contractor nor QP/RMO, either for themselves or on behalf of any other person, during the duration of the Agreement and for a term of one year after termination of the Agreement, beginning on the Effective Date of either the Finder's Fee Agreement or RMO Agreement: (i) open, operate, license, enter into, carry on, engage in, acquire a financial or beneficial interest in, give advice to, or become affiliated with or employed by, directly or indirectly, as an agent, employee, consultant, partner, manager, director, officer, managing member, member, stockholder, franchisor, independent contractor, joint venturer, or proprietor of, any business in competition with Agency within the State in which QP/RMO is/was providing services for; nor (ii) offer, induce, recruit, solicit, influence or attempt to influence any employee of the Agency to terminate his or her employment with Agency.

  26. ENTIRE AGREEMENT
    This Agreement contains the entire agreement of the parties and there are no other promises or conditions in any other agreement whether oral or written. This Agreement supersedes any prior written or oral agreements between the parties.

  27. GOVERNING LAW
    This Agreement shall be construed as if written by the parties jointly. This Agreement shall be governed by, construed, and enforced in accordance with the laws of the State of California. The Parties hereby agree that venue for any action arising out of the Agreement shall be in the Orange County Superior Court, located at 700 Civic Center Dr. West, Santa Ana, CA. Any conflicts of law provisions to the contrary notwithstanding.

  28. ARBITRATION
    The parties agree to arbitrate all disputes and claims arising out of or relating to this Agreement between the Parties. Arbitrator must be a retired judge or have at least 10 years in the construction industry as a practicing construction attorney in real estate and construction law. In no event may demand for arbitration of a claim, dispute or other matter in question be made after the date when institution of legal or equitable proceedings based on such claim, dispute or other matter in question would be barred by the applicable statute of limitation. All issues are for the Arbitrator to decide, including the scope of this arbitration clause, but the arbitrator is bound by the terms of this Agreement. The arbitration shall be governed by the Commercial Dispute Resolution Procedures of the American Arbitration Association. ("AAA"), as modified by this Agreement, and shall be administered by the AAA. The AAA rules are available at www.adr.org. The parties agree that by entering into this Agreement they are waiving the right to a trial by jury. All hearing conducted as part of the arbitration shall take place in Orange County, California. THE PARTIES MAY BRING CLAIMS AGAINST THE OTHER ONLY IN THEIR INDIVIDUAL CAPACITY, and not as a plaintiff, defendant, or class member in any purported class or representative proceeding. Further, the parties agree that the arbitrator may not consolidate proceedings or more than one individual's or entity's claims, and may not otherwise preside over any form of a representative or class proceeding. The parties agree to the following Submission to Jurisdiction. The parties hereto irrevocably and unconditionally (i) agree that the sole and exclusive venue for any suit, action, or other legal proceeding, including enforcement of the arbitration award, arising out of or relating to this Agreement or any other agreement, document or instrument delivered pursuant to, or in connection with this Agreement shall be solely and exclusively brought and maintained in courts of appropriate subject matter jurisdiction (either (1) in federal court, United States District Court, Central District of California, Southern Division (Santa Ana Courthouse - Ronald Regan Federal Building and U.S. Courthouse) or (2) in the Superior Court of California, County of Orange, Central Justice Center (Santa Ana)); (ii) consent to the jurisdiction of each such court in any such suit, action or proceeding; and (iii) waive any objection which it or they may have to the laying of venue of any such suit, action, or proceeding in any of such courts.

  29. ATTORNEY'S FEES
    In any suit arising out of this Agreement or brought to enforce the rights and obligations created by it, the prevailing party shall be entitled to receive reasonable attorney's fees and costs of court.

  30. CAPACITY
    Each person executing this Agreement on behalf of any party represents and warrants that he/she has been fully empowered to execute this Agreement, that they have been afforded the right to review this Agreement with counsel, and that all necessary actions for the execution of this Agreement have been taken.

  31. COUNTERPARTS
    This Agreement may be executed in facsimile counterparts and shall be deemed executed by all parties when counterparts hereof have been signed by each party, whether or not signatures of all parties appear on the original or any one copy of this Agreement.

  32. DISPUTE NOTICE PERIOD
    Contractor and Officer must notify Agency of any dispute in good faith, with supporting documentation, within thirty (30) days from the date the cause for such dispute arises, or Contractor and Officer will be deemed to agree to waive such dispute.

  33. AUTHORIZED SIGNATORY
    All parties entering into this Agreement warrant and represent that the undersigned representative of said party is an officer of the party and duly authorized and fully qualified to execute this agreement on behalf of the party hereby binding that party. Whosoever executes this Agreement shall indemnify, defend and hold Agency harmless from and against all liabilities, obligations, damages, penalties, claims, costs, charges and expenses including, but not limited to, attorney's fees, which may be imposed upon or incurred by or asserted against Agency arising, directly or indirectly, out of or in connection with Contractor's breach of this paragraph.

  34. PERSONAL GUARANTEE
    Notwithstanding this agreement is established in the name of a business, Signatory personally guarantees payment per Agreement.

  35. WARRANTY DISCLAIMER & LIABILITY LIMITATION
    Agency disclaims any and all warranties, whether express or implied, relating to the services, including but not limited to warranties of merchantability or fitness for a particular purpose. Agency's total liability for damages arising out of or relating to the services or this Agreement, whether to Contractor or any other party and regardless of the form of action, is limited to an amount equivalent to the charges by Agency to Contractor for the particular service performed by Agency during the six (6) month period immediately prior to the date of event, act or omission giving rise to the liability. In no event shall Agency be liable for any special, indirect, incidental, or consequential damages (including but not limited to loss of profit or other monetary loss) even if Agency is advised in advance of the possibility of such damages.
CONTACT - If you have any questions regarding the terms and conditions or our privacy policy, you may contact us at:

RMO Agency, LLC
4521 Campus Drive
Irvine, California 92612 USA

support@rmoagency.com
www.rmoagency.com