Mechanic Services Agreement

Parties

Company: Mechanix Onsite ("Company," "Mechanix Onsite," "we," "us")

Mechanic: the individual or business entity accepting this Agreement ("Mechanic," "you")

Effective Date: the date you accept this Agreement during onboarding.

1. The Platform; Relationship of the Parties

1.1 Marketplace only

Mechanix Onsite operates an online platform that connects vehicle owners and other customers ("Customers") with independent automotive mechanics. Mechanix Onsite does not itself perform, supervise, direct, or control automotive repair or maintenance services. We are not a party to the service transaction between you and a Customer except as expressly stated in this Agreement.

1.2 Independent contractor

You are an independent contractor. Nothing in this Agreement creates an employment, agency, partnership, joint venture, or franchise relationship. You are not an employee of Mechanix Onsite for any purpose.

1.3 Your control over your work

You alone determine the manner, means, methods, tools, and schedule for performing services. You decide which jobs to accept or decline. You may provide services to others, including competitors. We do not set your hours, require uniforms, or supervise your work.

1.4 No benefits

You are not entitled to any employee benefits, including health insurance, workers' compensation (as our employee), unemployment insurance, paid leave, or retirement benefits. You are responsible for your own taxes, including self-employment tax, and we will report payments as required (e.g., via Form 1099) without withholding.

2. Your Qualifications and Representations

You represent and warrant, on an ongoing basis, that:

• You hold all licenses, certifications, registrations, and permits required by law to perform automotive services in each location where you work.
• You are fully qualified, skilled, and competent to perform the services you accept, and will perform them in a professional, workmanlike manner consistent with industry standards.
• You will comply with all applicable federal, state, and local laws, regulations, safety standards, and environmental rules (including proper handling and disposal of fluids, parts, and hazardous materials).
• You will provide your own tools, equipment, and supplies, and bear your own business expenses.
• All information you provide to Mechanix Onsite (identity, business, licensing, and insurance) is true, current, and complete, and you will keep it updated.

3. Insurance Requirements

3.1 Coverage you must carry

At your sole expense, you must obtain and maintain, for as long as you use the platform, at minimum:

• Commercial General Liability insurance with limits of no less than $1,000,000 per occurrence / $2,000,000 aggregate;
• Commercial Automobile Liability insurance, if you operate a vehicle in connection with services, with limits of no less than $1,000,000;
• Garagekeepers / Garage Liability coverage, if you take custody of Customer vehicles, in amounts reasonably acceptable to Company; and
• any insurance required by applicable law.

3.2 Additional insured

Your Commercial General Liability and (where available) Automobile Liability policies must name Mechanix Onsite as an additional insured by endorsement (e.g., ISO forms CG 20 10, CG 20 37, or a blanket CG 20 33/38) on a primary and non-contributory basis.

3.3 Waiver of subrogation

Your insurers must waive all rights of subrogation against Mechanix Onsite (e.g., ISO form CG 24 04).

3.4 Proof and maintenance

You must upload a current Certificate of Insurance and the applicable endorsement pages before you may accept jobs, and provide renewals before each policy expires. If your coverage lapses, falls below the minimums, or no longer names us as additional insured, your access to jobs will be suspended automatically and you must not perform services until coverage is restored. See our Insurance Requirements page for details.

3.5 No coverage by Company

Mechanix Onsite does not provide insurance covering you, your work, or your liability. Our being named as additional insured does not relieve you of any obligation under this Agreement, including your indemnification obligations.

4. Indemnification

4.1 Your indemnity

You agree to defend, indemnify, and hold harmless Mechanix Onsite and its officers, directors, members, employees, agents, and affiliates (the "Indemnified Parties") from and against any and all claims, demands, lawsuits, damages, losses, liabilities, judgments, settlements, fines, penalties, costs, and expenses (including reasonable attorneys' fees and costs) arising out of or relating to:

• your services, acts, errors, or omissions, including any property damage, bodily injury, or death;
• your breach of this Agreement or your representations and warranties;
• your violation of any law or any third party's rights;
• any claim that you are an employee, or any related tax, wage, or benefit claim brought by you or on your behalf;
• your tools, equipment, vehicles, or use of parts and materials; and
• any dispute between you and a Customer or any other third party.

4.2 Defense

At our option, we may participate in the defense with counsel of our choosing at your expense, and you may not settle any claim in a manner that imposes obligations on, or admits fault by, an Indemnified Party without our prior written consent.

4.3 Survival

This Section survives termination of this Agreement.

5. Disclaimers and Limitation of Liability

5.1 "As is" platform

5.2 No liability for the service transaction

You are solely responsible for the services you perform. Mechanix Onsite is not liable for any act or omission of any Mechanic or Customer.

5.3 Limitation

To the fullest extent permitted by law, in no event will Mechanix Onsite's aggregate liability to you arising out of or relating to this Agreement or the platform exceed the total platform fees you paid to (or the amounts we paid to you in) the three (3) months preceding the event giving rise to the claim. Mechanix Onsite will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or lost profits, even if advised of the possibility.

6. Payments

Customers (or, where applicable, enterprise clients) pay through the platform. Mechanix Onsite, or its third-party payment processor, will remit your earnings less applicable platform fees according to the payout terms presented to you. You authorize us and our processor to collect, hold, and disburse funds for this purpose. Specific fees, payout timing, and processor terms are set out in the platform's fee schedule and processor agreement, which may be updated from time to time.

7. Background and Verification

You authorize Mechanix Onsite to verify your identity, licensing, insurance, and (where permitted and with any separately required consent) to conduct background checks. We may decline, suspend, or remove any Mechanic at our discretion, including for safety, compliance, or quality reasons.

8. Term and Termination

This Agreement begins on the Effective Date and continues until terminated.

Either party may terminate at any time, with or without cause, by written notice or by deactivating the account. We may suspend or terminate your access immediately for breach, safety concerns, lapsed insurance, or suspected fraud or illegality.

Sections 4 (Indemnification), 5 (Disclaimers/Limitation), 9 (Dispute Resolution), and any provision that by its nature should survive, will survive termination.

9. Dispute Resolution; Governing Law

9.1 Governing law

This Agreement is governed by the laws of the State of Colorado, without regard to conflict-of-laws rules.

9.2 Arbitration

Any dispute arising out of or relating to this Agreement or the platform will be resolved by binding arbitration administered by JAMS under its applicable rules, on an individual basis. You and Mechanix Onsite waive any right to a jury trial and to participate in a class or representative action.

9.3 Equitable relief

Either party may seek injunctive relief in court to protect intellectual property or confidential information.

10. Miscellaneous

10.1 Entire agreement

This Agreement, together with the Terms of Service and any fee schedule, is the entire agreement between the parties on this subject.

10.2 Changes

We may update this Agreement; continued use of the platform after notice constitutes acceptance.

10.3 Assignment

You may not assign this Agreement without our consent; we may assign it freely.

10.4 Severability

If any provision is unenforceable, the rest remains in effect.

10.5 No waiver

Failure to enforce any provision is not a waiver.

10.6 Notices

Notices to you may be sent to the contact information on your account; notices to us go to legal@mechanixonsite.com.

Acknowledgment