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Independent Contractor Terms and Conditions for Auto Physical Damage Assessments

These Independent Contractor Terms and Conditions for Auto Physical Damage Assessments (“Terms and Conditions”) establish a legally binding contract between you (“You” or “Contractor”) and Collective, LLC (“Collective”).

Intent of the Terms and Conditions

Collective offers access to communication software and other ancillary services (“Collective Services”) to independent contractor service providers (“Contractors”) who seek such services to assist them in providing Auto Physical Damage Assessments.

Contractor has expertise in reviewing photos of damaged vehicles, identifying visibly damaged parts, making repair or replace decisions, and determining appropriate labor time estimates (“Assessments”) and wishes to provide Assessments pursuant to the terms of these Terms and Conditions.

These Terms and Conditions comprise the legally binding obligations of Collective and Contractor with respect to performance of Collective Services and Assessments. The parties agree that each offer to perform an Assessment that is accepted by You (an “Offer”) shall constitute a single distinct contract by and between You and Collective governed by these Terms and Conditions as they exist at the time You accept Collective’s offer.

Acceptance of Terms and Conditions

You acknowledge your understanding and agreement that:

A. This is not a contract of employment. By accepting Offers to perform Assessments You do so in furtherance of your own separate and distinct business interests as an independent contractor and shall not be, or be construed to be, an employee, franchisee, partner or agent of Collective or any affiliate of Collective. Even if You are determined or adjudged to be a common or statutory law employee of Collective or any affiliate of Collective, You acknowledge and agree to the following: (i) You understand you shall not receive and are not eligible to receive any employee benefits of any kind (whether or not such benefits are subject to the Employee Retirement Income Security Act of 1974); (ii) You decline all offers of employee benefits of any kind; and (iii) You waive any and all rights, if any, to employee benefits of any kind. The employee benefits to which this acknowledgment, declination and waiver apply include, but are not limited to, benefits which may currently or hereafter be offered by Collective or any affiliate of Collective to its employees under any agreement, plan, program, arrangement, or otherwise: health, sickness, accident, dental, life, disability and accidental death and dismemberment coverage, whether insured or self-insured, disability, severance, vacation and other paid time off, child care, tuition benefits, expenses, profit sharing, cafeteria plans, pension, 401(k), all other types of retirement plans or programs, and incentive or bonus compensation plans or programs. Collective or any affiliate of Collective may enter into relationships with other corporate entities, become a subsidiary or affiliate of one or more corporate entities, or receive investments from other corporate entities (referred to as “Entity” or “Entities”). If You are a current employee, former employee or a retiree of any such Entity, this acknowledgment, declination and waiver shall not affect or apply to any benefits or entitlements to which you may presently be entitled solely as a result of your current or prior status as an employee of that Entity, and You explicitly acknowledge that services You provide under these Terms and Conditions as a contractor shall not count or be considered as part of any continuation or accrual of service or rights relating to any benefit in which You currently or previously took part as an employee of that Entity.

You shall be solely responsible for complying with the laws and regulations applicable to any Assessments You provide. These laws and regulations include, but are not limited to:

1) Determining and complying with your obligation to pay all applicable taxes, including taxes on income received for your services;

2) Obtaining mandatory insurance policy or bond, business licenses and other licenses, certifications or permits, if any, required to perform Assessments in the state(s) and locality(ies) in which You operate your business.

C. These Terms and Conditions incorporate the Arbitration Agreement, which requires You to resolve disputes with Collective on an individual basis through final and binding arbitration. We provided you with the Arbitration Agreement and the opportunity to opt-out of arbitration during your initial qualification to engage with us as a Contractor. The Arbitration Agreement is also available to you from Collective at any time by request. You may opt-out any time within thirty (30) days following your initial receipt of the Arbitration Agreement by notifying us via email at support@collectivenow.com. Arbitration is an alternative to litigation that impacts your right to have a dispute heard in court and before a jury. You are encouraged to read the Arbitration Agreement carefully and consult a qualified attorney before proceeding if You have any concerns.

D. You shall employ your best efforts to safely and effectively perform all Offers accepted by You.

E. Your acceptance of each Offer constitutes your agreement to accept and comply with these Terms and Conditions. Such acceptance is not contingent upon any signed document or other indicia of consent.

F. If You have been convicted of a felony involving dishonesty or a breach of trust, you are not eligible to perform Assessments or receive any compensation from Collective. By accepting any Offer, you agree that, your acceptance constitutes your affirmation that you have not been convicted of any felony involving dishonesty or a breach of trust.

G. Individuals who are residents of the states of California, New Jersey, Massachusetts or Washington (each a “Prohibited State”) are not eligible to contract with Collective, nor can any work pursuant to an Offer be performed within a Prohibited State or outside of the United States. You agree that your acceptance of an Offer constitutes your affirmation that that you are not a resident of a Prohibited State and any work related to the Offer will be performed, by you, within the United States and not in a Prohibited State.

H. Individuals who are current employees of a property and casualty insurer are not eligible to contract with Collective. You agree that your acceptance of an Offer constitutes your affirmation that that you are not an employee of property and casualty insurance company.

General Terms and Conditions

1. Offers to Contract. Collective shall contact one or more Contractor(s) available to provide Assessments with an Offer. Unless otherwise stated herein, You are under no obligation to accept any Offer or refrain from engaging in other activities, including performing any other work including similar Assessments, for others, including competitors of Collective. Upon receipt of an Offer, if you choose to accept that Offer, You may indicate your willingness to provide Assessments by activating the “Start New Job” launch button. Upon confirmation by Collective that you have successfully accepted the offer to provide Assessments, You agree that You shall use your best efforts to complete the Assessment in an accurate and timely manner.

2. Provision of Assessments. You shall have the sole right to control the manner and means of completing the Assessments You perform pursuant to these Terms and Conditions. Collective shall have no right to supervise, direct, or control You in the performance of Assessments. You shall provide the Assessments in a professional manner and shall be solely responsible for determining the proper equipment and methods for providing the Services.

3. Rates: You shall be paid for completed Assessments at rates communicated to You through electronic means such as e-mail or our website. Rates may be amended from time to time by Collective and will be available to You prior to your acceptance of any subsequent Offer. You agree that You shall fully comply with all applicable laws with respect to taxation of income you receive for performing Assessments. Payments shall be made by direct deposit through Zelle® or an alternate application selected by Collective.

4. Minimum Requirements of Contractor to be eligible to receive Assessments. Prior to receiving your first Assessment from Collective, and thereafter, You must meet the following minimum requirements:

(a) You must be at least 18 years old, and have a good degree of mechanical aptitude, a laptop or desktop computer, an email address, and a bank account. You agree to provide Collective with any information reasonably requested by Collective for purposes of verifying your ability to perform Assessments. You understand that Collective has a legitimate interest in limiting Offers to qualified Contractors and You hereby grant Collective your permission to use any information provided by You for purposes of verifying your qualifications.

(b) You must have a laptop or desk top computer with Google Chrome internet browser software installed. You are solely responsible for providing your own internet connection and all costs associated with its operation.

(c) By accepting an Offer, you agree that Collective may communicate with you via email, SMS Text Messaging, or messaging through the platform for purposes related to your contracted Assessments as well as other questions that may arise out of your participation in the Collective platform. Text messaging and data rates may apply. You are responsible for all costs imposed by your service provider.

(d) Prior to accepting Offers, You must demonstrate the ability to perform Assessments. Such abilities may be demonstrated through a practical validation, proof of experience performing tasks substantially similar to Assessments, documented completion of relevant training, or other means acceptable to Collective.

5. Non-Exclusive. These Terms and Conditions do not create an exclusive business relationship in any respect. Collective maintains the right to contract with other independent contractors, including those who provide similar services within the same geographic area as Contractor. Likewise, unless otherwise stated herein, Contractor may contract with others, to perform any services, including direct competitors of Collective. It is further understood that these Terms and Conditions do not guarantee Contractor any amount of business, revenue or profit, Collective is not obligated to refer any amount of business to Contractor, and Contractor is not obligated to accept any individual Offer or minimum quantity of Assessments.

6. Trademarks and Advertising. Contractor must obtain prior written consent from Collective for all advertising, displays or promotions using Collective’s names, symbols, marks, or other intellectual property, including any advertising or claims of association with, endorsement by, or relationship with Collective or Collective’s corporate affiliates (“Affiliates”). Immediately upon Collective’s request, Contractor agrees that it will immediately cease using Collective’s names, symbols, marks, and other intellectual property and will remove all such items at Contractor’s sole expense from its advertising, place of business and service equipment.

7. Indemnification. Contractor agrees to indemnify and hold harmless Collective, its business partners and their respective parents, assigns, subsidiaries, affiliates, agents and employees, from and against any and all losses, claims, demands, liabilities, suits or actions of any kind (including expenses and attorneys’ fees) for injuries to, or death of, any person or persons, including Contractor, third parties and the employees of Collective and its Affiliates, and property loss or damage connected with the acceptance of Offers and/or performance of Assessments by You whether or not caused by a negligent act or omission of either party hereto, its agents, contractors or employees, except that Contractor assumes no liability for the sole negligent acts of Collective.

8. Insurance. Collective may maintain insurance related to Contractor’s provision of Assessments as determined by Collective in its reasonable discretion; however, Collective is not required to provide You with any specific insurance coverage for any claim, loss or liability.

9. Technology. Collective may elect not to offer Assessments to You if you do not consent to the current and future versions of terms of use, end user license agreement, and privacy statements for technologies provided to You and You agree to read and abide by them as they are displayed within each application.

10. Privacy and Confidentiality.

10.1 Collective and its Affiliates may collect your personal data during the course of your provision of Assessments, which information may be stored, processed, and accessed by Collective and its Affiliates for business purposes, including communicating with Collective customers, for marketing, lead generation, service development and improvement, analytics, industry and market research, and such other purposes consistent with Collective’s and its Affiliates’ legitimate business needs. You expressly consent to such use of your personal data.

10.2 Each party acknowledges and agrees that in the performance of Assessments it may have access to or may be exposed to, directly or indirectly, confidential information of the other party ("Confidential Information"). Confidential Information includes Collective processes, technology and methods of operation, these Terms and Conditions, including rates of compensation, and the transaction volume, marketing and business plans, business, financial, technical, operational and such other non-public information of each party that such party designates as being proprietary or confidential or of which the other party should reasonably know that it should be treated as confidential. In addition, all information and data relating to any Assessment and/or Assessments acquired by Collective or Contractor during the period beginning with Contractor’s receipt of an Offer of an Assessment through the completion of the Assessment (“Claims Assessment Data”) shall be (except as limited by applicable law) the sole and exclusive Confidential Information of Collective. Contractor shall have no right to retain or use Claims Assessment Data for any purpose other than compliance with applicable laws including, but not limited to, reporting and paying tax obligations.

10.3 Each party acknowledges and agrees that: (a) all Confidential Information shall remain the exclusive property of the disclosing party; (b) it shall not use Confidential Information of the other party for any purpose except as permitted by these Terms and Conditions; (c) it shall not disclose Confidential Information of the other party to any third party, except to its employees, officers, contractors, agents and service providers ("Permitted Persons") as necessary to perform its obligations as described in these Terms and Conditions, provided Permitted Persons are bound in writing to obligations of confidentiality and non-use no less protective than the terms hereof; and (d) it shall return or destroy all Confidential Information of the disclosing party, upon the request of the other party (subject to applicable law and, with respect to Collective, its internal record-keeping requirements).

10.4 Notwithstanding the foregoing, Confidential Information shall not include any information to the extent it: (a) is or becomes part of the public domain through no act or omission on the part of the receiving party; (b) was possessed by the receiving party prior to the date acquired in the provision of services pursuant to these Terms and Conditions without an obligation of confidentiality; (c) is disclosed to the receiving party by a third party having no obligation of confidentiality with respect thereto; (d) is required to be disclosed pursuant to law, court order, subpoena or governmental authority, provided the receiving party notifies the disclosing party thereof and provides the disclosing party a reasonable opportunity to contest or limit such required disclosure; or (e) confidentiality is disclaimed or waived by a party pursuant to these Terms and Conditions or otherwise.

10.5 Disclosure of Your Information. You expressly consent to Collective’s and its Affiliates’ use of Claims Assessment Data and You expressly waive and release Collective and its Affiliates from any and all liability, claims, causes of action or damages arising from your use of the Collective Services. Subject to applicable law and regulation, Collective and its Affiliates may, but shall not be required to, provide to You, an insurance company and/or relevant authorities and/or regulatory agencies any information, including personal information (e.g., information obtained about You through any background check) and any information provided by You to Collective or observed by Collective through your provision of Assessments hereunder if: (a) it is necessary to enforce these Terms and Conditions; (b) it is required, in Collective’s or any Affiliate’s sole discretion, by applicable law or regulatory requirements (e.g., Collective or its Affiliates receive a subpoena, warrant, or other legal process for information); or (c) it is necessary, in Collective’s or any Affiliate’s sole discretion, to protect the safety, rights, property or security of Collective or its Affiliates or any third party; to protect the safety of the public for any reason; to detect, prevent or otherwise address fraud, security or technical issues; and/or to prevent or stop activity Collective or its Affiliates, in their sole discretion, may consider to be or to pose a risk of being, an illegal, unethical, or legally actionable activity.

10.6 You agree that: 1) any personal, sensitive or confidential information you may acquire about Collective’s customers in performing Assessments is the confidential information of the customer; 2) You shall not yourself, nor permit others to, share, transmit, copy or transfer any information about a customer, including but not limited to their name, telephone number, location, email or residence address or 3) use information acquired in the provision of services pursuant to these Terms and Conditions for any purpose whatsoever except as necessary to perform such services. You may not retain or use any information acquired in the performance of Assessments (including, but not limited to, any personal information related to Collective’s customers).

11. Independent Contractor. Collective and Contractor each acknowledge that Contractor independently manages his/her own business that is separate and distinct from the business of Collective, and is not an employee, franchisee, partner or agent of Collective. Contractor has no authority to transact any business whatsoever in Collective’s name.

12. Contractor may not assign or transfer any rights or obligations with respect to services provided pursuant to these Terms and Conditions except as specifically permitted herein and any attempt to do so shall be void.

Notices. All notices will be sent to the Contractor contact information on file with Collective. It is the Contractor’s responsibility to keep this information current. Notices to Collective shall be sent to support@collective.com or via mail to:

Collective LLC, P.O. Box 500, Westover Dr #14677, Sanford, NC 27330

13. Entire Agreement. These Terms and Conditions, additional compensation terms communicated to the Contractor with respect to individual Assessments and the Arbitration Agreement (so long as the Contractor has not opted out) comprise the entire agreement between the parties. The parties each agree that these Terms and Conditions, as modified from time to time, comprise a valid and binding contract between them and govern their respective rights and obligations with respect to each individual Assessment conducted hereunder. These Terms and Conditions may be amended unilaterally by Collective and shall be binding upon the Contractor once accepted. Contractor understands and agrees that Collective shall use good faith efforts to communicate revisions but has no obligation to provide notice of revisions to these Terms and Conditions other than by electronic notification through email, SMS text, or messaging through the platform

14. Waiver. No failure or delay by Collective to exercise any right under this contract shall operate as a waiver of such right unless so designated in writing.

15. Governing Law. With respect to any dispute not resolved pursuant to the Arbitration Agreement, the validity, interpretation and construction of these Terms and Conditions will be governed by the laws of the State of Illinois without regard to its conflict of law provisions and Contractor agrees and consents that the exclusive jurisdiction and venue for any dispute between the parties to these Terms and Conditions shall be limited to a local, state or federal court situated within the city of Chicago and/or Cook County, Illinois.

16. Execution and Acceptance of Obligations. These Terms and Conditions are deemed to be executed and accepted by Collective and Contractor effective upon the acceptance of each individual Assessment.

17. Representations and Warranties; Disclaimers

17.1 By You. You hereby represent and warrant that: (a) You have full power and authority to accept these Terms and Conditions and perform your obligations hereunder; (b) You have not entered into, and during the term will not enter into, any agreement that would prevent You from complying with these Terms and Conditions; and (c) You will comply with all applicable laws in your performance of these Terms and Conditions, including acquiring and maintaining any business licenses and other licenses, certifications or permits required to perform (i) Assessments in the state(s) and localities in which You operate your business, and (ii) services to consumers generally.

17.2 Disclaimer of Warranties. COLLECTIVE AND ITS AFFILIATES PROVIDE, AND YOU ACCEPT, THE COLLECTIVE SERVICES, CLAIMS ASSESSMENT NETWORK APPLICATION AND ANY TECHNICAL ASSISTANCE, GOODS AND/OR SERVICES PROVIDED BY OR THROUGH COLLECTIVE ON AN "AS IS" AND "AS AVAILABLE" BASIS. COLLECTIVE AND ITS AFFILIATES DO NOT REPRESENT, WARRANT OR GUARANTEE THAT YOUR ACCESS TO OR USE OF THE COLLECTIVE SERVICES, CLAIMS ASSESSMENT NETWORK APPLICATION, OR GOODS AND/OR SERVICES PROVIDED BY OR THROUGH COLLECTIVE: (A) WILL BE FREE OF DEFECTS, UNINTERRUPTED OR ERROR FREE; OR (B) WILL RESULT IN ANY DISPATCHES FOR ASSESSMENTS. COLLECTIVE AND ITS AFFILIATES EXPRESSLY DISCLAIM ALL LIABILITY FOR ANY ACT OR OMISSION OF YOU, ANY CONTRACTOR CUSTOMER OR OTHER THIRD PARTY.

17.3 No Service Guarantee. COLLECTIVE AND ITS AFFILIATES DO NOT GUARANTEE THE AVAILABILITY OR UPTIME OF THE COLLECTIVE SERVICES OR CLAIMS ASSESSMENT NETWORK APPLICATION. YOU ACKNOWLEDGE AND AGREE THAT THE COLLECTIVE SERVICES OR CLAIMS ASSESSMENT NETWORK APPLICATION MAY BE UNAVAILABLE AT ANY TIME AND FOR ANY REASON (e.g., DUE TO SCHEDULED MAINTENANCE OR NETWORK FAILURE). FURTHER, THE COLLECTIVE SERVICES OR CLAIMS ASSESSMENT NETWORK APPLICATION MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS, AND COLLECTIVE AND ITS AFFILIATES ARE NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGES, LIABILITIES OR LOSSES RESULTING FROM SUCH PROBLEMS.

18. Limits of Liability. COLLECTIVE AND ITS AFFILIATES SHALL NOT BE LIABLE FOR ANY OF THE FOLLOWING, WHETHER BASED ON CONTRACT, TORT OR ANY OTHER LEGAL THEORY, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES: (i) ANY INCIDENTAL, PUNITIVE, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR OTHER INDIRECT DAMAGES OF ANY TYPE OR KIND; OR (ii) YOUR OR ANY THIRD PARTY’S PROPERTY DAMAGE, OR LOSS OR INACCURACY OF DATA, OR LOSS OF BUSINESS, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE. EXCEPT FOR COLLECTIVE’S OBLIGATIONS TO PAY AMOUNTS DUE TO YOU AS COMPENSATION FOR ASSESSMENTS PERFORMED, BUT SUBJECT TO ANY LIMITATIONS OR OTHER PROVISIONS CONTAINED IN THIS AGREEMENT WHICH ARE APPLICABLE THERETO, IN NO EVENT SHALL THE LIABILITY OF COLLECTIVE OR ITS AFFILIATES UNDER THIS AGREEMENT EXCEED THE AMOUNT OF SERVICE FEES ACTUALLY PAID TO OR DUE TO YOU HEREUNDER IN THE SIX (6) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM.

19. Term and Termination.

Except as otherwise extended herein, the rights and obligations of the parties pursuant to these Terms and Conditions shall commence on acceptance of each individual Assessment by a Contractor and shall continue until fully performed by the parties. The parties agree that each Assessment shall constitute a single distinct contract by and between them governed by these Terms and Conditions as they exist at the time Contractor accepts a Assessment.

20. Contractor’s Legal Obligations Created by accepting any Assessment or performing any Assessments. You acknowledge that You have read these Terms and Conditions, have thoughtfully considered, and have been given the opportunity to seek the counsel of third parties with respect to these Terms and Conditions with which You are unfamiliar or do not completely understand. You acknowledge that by accepting any Offer or performing any Assessments, You are entering into a legally binding contract between You and Collective and You agree to be bound by the Terms and Conditions with respect to, and for the duration of, each individual Assessment. Obligations of Collective and Contractor, which by their nature cannot be performed within the duration of Contractor’s performance of Assessments, shall continue until fully performed. These include but are not limited to Indemnification and limitation of Liability, Collective’s payment obligations for Assessments performed, and the arbitration provisions and options described in the Arbitration Agreement.

Arbitration Agreement and Class Action Waiver

In the event of any dispute, claim, question or disagreement arising from any arrangement under the Independent Contractor Terms and Conditions for Auto Physical Damage Assessments (hereinafter, the “Terms and Conditions”) between Contractor and Collective; the parties hereto shall use their best efforts to settle the dispute, claim, question or disagreement. To this effect, the parties shall consult and negotiate with one another in good faith, in an attempt to reach a just and equitable solution, satisfactory to all parties. If informal resolution of the dispute, claim, question or disagreement cannot be reached, disputes that are within the jurisdictional maximum for small claims will be settled in the Small Claims Court in the state in which services were primarily rendered. With regard to other disputes, Collective and Contractor mutually agree to resolve any justiciable disputes between them exclusively through final and binding arbitration instead of a court or jury trial. This Arbitration Agreement is governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16) and shall apply to any and all claims arising out of or relating to the Terms and Conditions, the Contractor’s classification as an independent contractor, Contractor’s provision of services to Collective or its customers, the payments received by Contractor for providing services to Collective or its customers, the termination of the Terms and Conditions, and all other aspects of the Contractor’s relationship with Collective, past, present or future, whether arising under federal, state or local statutory and/or common law, including without limitation harassment, discrimination or retaliation claims and claims arising under or related to the Fair Credit Reporting Act, Defend Trade Secrets Act, Worker Adjustment and Retraining Notification Act, Civil Rights Act of 1964, Americans with Disabilities Act, Age Discrimination in Employment Act, Family and Medical Leave Act, Affordable Care Act, Uniformed Services Employment and Reemployment Rights Act, or Fair Labor Standards Act, state statutes or regulations addressing the same or similar subject matters, and all other federal or state legal claims, whether under a statute or the common law (for example, tort or contract claims) arising out of or relating to Contractor’s relationship or the termination of that relationship with Collective. However, this Arbitration Agreement does not apply to litigation between Contractor and Collective pending in a state or federal court as of the date of Contractor’s receipt of this agreement to arbitrate, nor does it apply to any claim that may not be arbitrated as provided by an Act of Congress or lawful, enforceable Executive Order.

(a) If either party wishes to initiate arbitration, the initiating party must notify the other party in writing via certified mail, return receipt requested, within the applicable statute of limitations period. This demand for arbitration must include (1) the name and address of the party seeking arbitration, (2) a statement of the legal and factual basis of the claim, and (3) a description of the remedy sought. Any demand for arbitration shall be delivered to the address indicated in the notice terms, unless that address has been updated, in writing.

(b) Class Action Waiver. Collective and Contractor mutually agree that by entering into this agreement to arbitrate, both waive their right to have any dispute brought, heard or arbitrated as a class action, collective action and/or representative action, and an arbitrator shall not have any authority to hear or arbitrate any class, collective or representative action. Notwithstanding any other clause contained in this Arbitration Agreement or the AAA rules, as set forth below, any claim that all or part of this Class Action Waiver is unenforceable, unconscionable, void or voidable may be determined only by a court of competent jurisdiction and not by an arbitrator. In any case in which (1) the dispute is filed as a class, collective, representative or private attorney general action, and (2) there is a final judicial determination that all or part of the Class Action Waiver is unenforceable, the class, collective, representative and/or private attorney general action to that extent must be litigated in a civil court of competent jurisdiction, but the portion of the Class Action Waiver that is enforceable shall be enforced in arbitration. This Arbitration Agreement does not prevent the filing of charges with a government agency like the Department of Labor, NLRB, or the EEOC or participation in any investigation or proceeding conducted by a government agency.

(i) If the parties can not otherwise mutually agree upon an arbitrator, any arbitration shall be governed by the American Arbitration Association Commercial Arbitration Rules, except as follows:

(ii) The arbitration shall be heard by one arbitrator selected in accordance with the AAA Rules. The arbitrator shall be an attorney with experience in the law underlying the dispute or a retired judge.

(iii) If the parties cannot otherwise agree on a location for the arbitration, the arbitration shall take place in the city and state in which the services were primarily rendered.

(iv) Each party will pay the fees for his, her or its own attorneys, subject to any remedies to which that party may later be entitled under applicable law. However, in all cases where required by law, Collective will pay the arbitrator’s and arbitration fees. If under applicable law Collective is not required to pay all of the arbitrator’s and/or arbitration fees, such fee(s) will be apportioned between the parties in accordance with said applicable law, and any disputes in that regard will be resolved by the arbitrator;

(v) The arbitrator may issue orders (including subpoenas to third parties) allowing the parties to conduct discovery sufficient to allow each party to prepare that party’s claims and/or defenses, taking into consideration that arbitration is designed to be a speedy and efficient method for resolving disputes.

(vi) Except as provided in the Class Action Waiver, the arbitrator may award all remedies to which a party is entitled under applicable law and which would otherwise be available in a court of law but shall not be empowered to award any remedies that would not have been available in a court of law for the claims presented in arbitration. The arbitrator shall apply the state or federal substantive law, or both, as is applicable.

(vii) The arbitrator may hear motions to dismiss and/or motions for summary judgment and will apply the standards of the Federal Rules of Civil Procedure governing such motions.

(viii) The arbitrator’s decision or award shall be in writing with findings of fact and conclusions of law. Judgment may be entered on the arbitrator’s decision or award in any court having jurisdiction.

(ix) The AAA Rules may be found at www.adr.org or by searching for “AAA Commercial Arbitration Rules” using a service such as www.Google.com.

(c) Nothing herein is intended to or shall preclude Collective or Contractor from filing a complaint and/or charge with any appropriate federal, state or local government agency and/or cooperating with said agency in its investigation. Nonetheless, Collective and Contractor acknowledge that to the fullest extent permitted by law they shall not be entitled to receive any private relief, recovery, or monies in connection with any governmental complaint or charge, without regard as to who brought said complaint or charge. All monetary relief will only be available through small claims court or arbitration.

(d) Either Party may bring an action in a court of competent jurisdiction to compel arbitration under this Arbitration Agreement, to enforce an arbitration award, or to review an arbitration award. In an action to review an award, the standard of review applied will be the same as that applied by an appellate court reviewing the decision of a trial court sitting without a jury, without any special deference to the arbitrator.

(e) Contractor and Collective expressly waive trial by jury for all claims covered by this Arbitration Agreement. All other rights, remedies, exhaustion requirements, statutes of limitation and defenses applicable to claims asserted in a court of law will apply in the arbitration. Contractor and Collective agree that arbitration as explained herein provides a fair and adequate mechanism for enforcing the Parties’ statutory rights.

(f) Contractor agrees and acknowledges that entering into this Arbitration Agreement does not change its status as an independent contractor in fact and in law, and that Contractor is not an employee of Collective notwithstanding this arbitration agreement.

(g) This Arbitration Agreement is the full and complete agreement relating to the formal resolution of disputes covered by this arbitration agreement. In the event any portion of this Arbitration Agreement is deemed unenforceable, the remainder of this Arbitration Agreement will be enforceable.