Tow Service Provider Agreement

1800AUTOTOW INC.

THIS DOCUMENT IS A LEGALLY BINDING AGREEMENT.

READ CAREFULLY BEFORE ACCEPTING.

This Tow Service Provider Agreement & Terms of Platform Use ("Agreement") is entered into between 1800AUTOTOW INC., a Florida corporation ("Company," "Platform," "we," "us," or "our"), and the towing company, owner, operator, driver, or authorized representative ("Provider," "you," or "your") who registers for, accesses, or uses the 1800AUTOTOW platform.

This Agreement incorporates by reference and is subject to our Terms of Service, Privacy Policy, Provider Privacy Policy, and Insurance Requirements Addendum, all of which are available on our website.

BY ACCESSING OR USING THE PLATFORM, CREATING AN ACCOUNT, SUBMITTING A BID, OR ACCEPTING A SERVICE REQUEST, PROVIDER AGREES TO BE LEGALLY BOUND BY THIS AGREEMENT AND ALL INCORPORATED DOCUMENTS.

1. PLATFORM ROLE & NO AGENCY RELATIONSHIP

Provider expressly acknowledges and agrees that:

1800AUTOTOW INC. operates solely as a ROADSIDE ASSISTANCE DEMAND ENGINE and technology marketplace that connects customers seeking roadside assistance with independent service providers.
The Platform DOES NOT provide towing, roadside assistance, dispatch, vehicle recovery, or any physical services whatsoever.
1800AUTOTOW INC. is NOT a towing company, motor carrier, transportation broker, employer, staffing agency, labor contractor, or insurer.
No employment, agency, partnership, joint venture, franchise, or fiduciary relationship is created between Provider and 1800AUTOTOW INC. by this Agreement or use of the Platform.
Provider has no authority to bind, represent, or act on behalf of 1800AUTOTOW INC. in any capacity.

2. INDEPENDENT CONTRACTOR STATUS

Provider acknowledges and agrees that:

Provider operates as an INDEPENDENT CONTRACTOR and not as an employee, agent, or representative of 1800AUTOTOW INC.
Provider retains sole and exclusive control over the manner, method, and means of performing towing and roadside assistance services.
Provider is free to accept or reject any service request at Provider's sole discretion.
Provider may provide services through other platforms, directly to customers, or through any other means.
Provider is solely responsible for all employment taxes, income taxes, workers' compensation, unemployment insurance, and all other statutory obligations.
Provider shall not receive any employee benefits from 1800AUTOTOW INC., including but not limited to health insurance, retirement benefits, paid time off, or workers' compensation coverage.

3. VEHICLE DAMAGE & PROPERTY RESPONSIBILITY

PROVIDER ASSUMES FULL AND EXCLUSIVE RESPONSIBILITY for any and all damage, loss, theft, destruction, or claims involving:

Customer vehicles while in Provider's care, custody, or control
Personal property contained within customer vehicles
Third-party property damaged during service operations
Provider's own equipment, vehicles, and property
Any injuries to customers, bystanders, or third parties

1800AUTOTOW INC. shall have NO LIABILITY WHATSOEVER for any claims arising from Provider's performance or non-performance of services.

4. INSURANCE OBLIGATIONS

4.1 Required Coverage

Provider shall obtain and maintain, at Provider's sole expense, the following insurance coverage with minimum limits as specified in the Insurance Requirements Addendum:

Commercial Auto Liability Insurance — Minimum $1,000,000 combined single limit
On-Hook/Cargo Insurance — Minimum $100,000 per vehicle
Garage Keepers Legal Liability — Minimum $100,000 (if applicable)
General Liability Insurance — Minimum $1,000,000 per occurrence
Workers' Compensation Insurance — As required by applicable state law

4.2 Additional Requirements

Additional Insured: Provider shall name "1800AUTOTOW INC." as an additional insured on all required policies.
Proof of Insurance: Provider shall upload current certificates of insurance to the Platform prior to accepting any service requests and maintain current documentation at all times.
Lapse Notification: Provider shall notify 1800AUTOTOW INC. immediately if any required insurance coverage lapses, is cancelled, or materially changed. Provider access will be suspended automatically upon insurance lapse.
Primary Coverage: Provider's insurance shall be primary and non-contributory with respect to any insurance maintained by 1800AUTOTOW INC.

5. PRICING, BIDS & PLATFORM FEES

5.1 Bid Integrity

All prices and bids submitted through the Platform are BINDING upon customer acceptance.
Provider may not modify pricing after customer acceptance without documented customer approval through the Platform.
Provider shall honor all quoted prices for services accurately described by the customer.
Additional charges for services not included in the original request must be approved by the customer before being performed.

5.2 Platform Fees

Provider acknowledges that 1800AUTOTOW INC. may charge platform fees, commissions, or transaction fees as consideration for access to the Platform and customer leads. Current fee schedules are available in the Provider Dashboard and may be updated with thirty (30) days' notice.

6. RESPONSE TIMES & PERFORMANCE STANDARDS

Provider shall provide accurate estimated response times when accepting service requests.
Provider shall use commercially reasonable efforts to arrive within the estimated timeframe and complete services professionally.
Provider shall communicate promptly with customers regarding any delays or issues.
Repeated failures to meet response times, excessive cancellations, customer complaints, or poor performance ratings may result in warnings, suspension, or permanent removal from the Platform.

7. BACKGROUND CHECKS & VERIFICATION

Provider acknowledges and agrees that:

1800AUTOTOW INC. MAY conduct background checks, driving record checks, and verification of business credentials as a condition of Platform access.
Provider consents to such checks and agrees to provide accurate information and documentation upon request.
1800AUTOTOW INC. does not guarantee the accuracy or completeness of any verification process and DOES NOT WARRANT OR REPRESENT the qualifications, reliability, or trustworthiness of any Provider to customers or third parties.
Provider is solely responsible for ensuring all drivers and personnel meet applicable licensing, certification, and legal requirements.

8. DATA PROTECTION & CONFIDENTIALITY

8.1 Customer Data Protection

Provider acknowledges that through the Platform, Provider will receive access to customer personal information including names, phone numbers, email addresses, vehicle information, and location data ("Customer Data"). Provider agrees to:

Use Customer Data SOLELY for the purpose of fulfilling the specific service request
Not retain, copy, or store Customer Data beyond the completion of the service
Not use Customer Data for marketing, solicitation, or any purpose unrelated to the service request
Not sell, share, or disclose Customer Data to any third party
Implement reasonable security measures to protect Customer Data from unauthorized access
Notify 1800AUTOTOW INC. immediately of any data breach or unauthorized access

8.2 Confidential Information

Provider shall maintain the confidentiality of all non-public information related to the Platform, including pricing algorithms, business processes, and proprietary technology. This obligation survives termination of this Agreement.

9. CONDUCT & LEGAL COMPLIANCE

Provider shall at all times:

Comply with all applicable federal, state, and local laws, regulations, and ordinances
Maintain all required business licenses, permits, and certifications
Conduct business in a professional, courteous, and ethical manner
Not engage in discrimination based on race, color, religion, sex, national origin, disability, or any protected characteristic
Not engage in harassment, intimidation, or threatening behavior toward customers or others
Not operate vehicles or equipment while impaired by drugs or alcohol
Not make false or misleading representations about 1800AUTOTOW INC. or the Platform

10. INDEMNIFICATION

Provider agrees to defend, indemnify, and hold harmless 1800AUTOTOW INC., its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all claims, damages, obligations, losses, liabilities, costs, debts, and expenses (including reasonable attorneys' fees and costs) arising from or related to:

Provider's performance or non-performance of towing or roadside assistance services
Any damage to customer vehicles, property, or persons
Provider's breach of this Agreement or any incorporated documents
Provider's violation of any law, regulation, or third-party rights
Any claim that Provider is an employee of 1800AUTOTOW INC.
Provider's misuse of Customer Data or confidential information
Any acts or omissions of Provider's employees, agents, or subcontractors

This indemnification obligation shall survive termination of this Agreement.

11. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

No Consequential Damages. IN NO EVENT SHALL 1800AUTOTOW INC. BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, BUSINESS OPPORTUNITIES, GOODWILL, OR DATA, REGARDLESS OF THE CAUSE OF ACTION OR THE THEORY OF LIABILITY.

Maximum Liability Cap. 1800AUTOTOW INC.'S TOTAL AGGREGATE LIABILITY TO PROVIDER FOR ANY AND ALL CLAIMS ARISING FROM OR RELATED TO THIS AGREEMENT OR THE PLATFORM SHALL NOT EXCEED THE LESSER OF: (i) THE TOTAL PLATFORM FEES PAID BY PROVIDER TO 1800AUTOTOW INC. DURING THE SIX (6) MONTHS PRECEDING THE CLAIM, OR (ii) ONE THOUSAND DOLLARS ($1,000).

Platform Availability. 1800AUTOTOW INC. does not guarantee uninterrupted Platform availability and shall not be liable for any losses resulting from Platform downtime, technical issues, or service interruptions.

No Guarantee of Leads. 1800AUTOTOW INC. makes no guarantee regarding the number, frequency, or quality of service requests or customer leads.

12. DISPUTE RESOLUTION & ARBITRATION

12.1 Informal Resolution

Before initiating any formal dispute resolution proceeding, Provider agrees to contact 1800AUTOTOW INC. at legal@1800autotow.com to attempt to resolve any dispute informally. The parties shall negotiate in good faith for at least thirty (30) days before proceeding to arbitration.

12.2 Binding Arbitration

ANY DISPUTE, CLAIM, OR CONTROVERSY ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE PLATFORM THAT CANNOT BE RESOLVED INFORMALLY SHALL BE RESOLVED BY BINDING ARBITRATION administered by the American Arbitration Association ("AAA") in accordance with its Commercial Arbitration Rules. The arbitration shall be conducted in Collier County, Florida, before a single arbitrator. The arbitrator's decision shall be final and binding, and judgment may be entered in any court of competent jurisdiction.

12.3 Class Action Waiver

PROVIDER AGREES THAT ANY ARBITRATION OR LEGAL PROCEEDING SHALL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. PROVIDER WAIVES ANY RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION AGAINST 1800AUTOTOW INC.

12.4 Exceptions

Notwithstanding the above, either party may seek injunctive or equitable relief in a court of competent jurisdiction to protect intellectual property rights or prevent irreparable harm.

13. PLATFORM ACCESS & TERMINATION

Termination by Provider: Provider may terminate this Agreement at any time by deactivating their account through the Platform.
Termination by Company: 1800AUTOTOW INC. may suspend or terminate Provider access immediately, without prior notice, for policy violations, customer complaints, poor performance ratings, insurance lapses, legal concerns, or any reason in its sole discretion.
Effect of Termination: Upon termination, Provider's access to the Platform will be revoked. Provider remains obligated to complete any accepted service requests and remains bound by the indemnification, limitation of liability, confidentiality, and dispute resolution provisions of this Agreement.

14. ELECTRONIC ACCEPTANCE

Provider agrees that electronic acceptance of this Agreement, including checkbox consent, account creation, clicking "I Agree" or similar buttons, submitting bids, or accepting service requests through the Platform, constitutes a legally binding acknowledgment and acceptance of this Agreement with the same legal effect as a handwritten signature.

15. MODIFICATIONS & NOTICE

15.1 Agreement Modifications

1800AUTOTOW INC. reserves the right to modify this Agreement at any time. Material changes will be communicated via email to the address on file and/or through the Platform with at least thirty (30) days' notice. Continued use of the Platform after the effective date of any modifications constitutes acceptance of the updated Agreement.

15.2 Notice

All notices under this Agreement shall be sent: (a) to Provider at the email address on file in the Provider account; (b) to 1800AUTOTOW INC. at legal@1800autotow.com or by mail to the address below. Notice is effective upon sending (for email) or three (3) business days after mailing.

16. GENERAL PROVISIONS

Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, without regard to conflict of law principles.
Severability: If any provision of this Agreement is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect.
Entire Agreement: This Agreement, together with all incorporated documents, constitutes the entire agreement between the parties and supersedes all prior agreements, understandings, and representations.
Waiver: No waiver of any provision shall be deemed a waiver of any other provision, and no waiver shall constitute a continuing waiver.
Assignment: Provider may not assign this Agreement without prior written consent. 1800AUTOTOW INC. may assign this Agreement without restriction.
Survival: Sections 1, 3, 8, 10, 11, 12, and 16 shall survive termination of this Agreement.

17. RELATED DOCUMENTS

This Agreement incorporates and is subject to the following documents, which are available at www.1800autotow.com:

Terms of Service — General platform terms for all users
Privacy Policy — Customer data collection and use
Provider Privacy Policy — Provider data collection and use
Insurance Requirements Addendum — Detailed insurance specifications

18. CONTACT INFORMATION

For questions about this Agreement, contact:

1800AUTOTOW INC.
Bald Eagle Drive
Marco Island, FL 33415

Legal: legal@1800autotow.com
Provider Support: providers@1800autotow.com
Website: 1800autotow.com

Tow Service Provider Agreement & Terms of Platform Use