Provider Agreement

1. Platform Description

DropInKids is an online marketplace that connects childcare providers with parents seeking drop-in childcare services. We provide technology tools that allow you to:

• Create a public profile and booking page for your childcare services
• Set your availability, services, and pricing
• Receive and manage booking requests from parents
• Communicate with parents
• Process payments (when enabled)

2. Independent Contractor Relationship

As an independent contractor, you:

• Control how, when, and where you provide childcare services
• Set your own hours, rates, and policies
• Are solely responsible for your own taxes, insurance, and business expenses
• May use other platforms or methods to offer your services
• Are not entitled to any employee benefits from DropInKids

3. Licensing and Compliance Requirements

You represent, warrant, and agree that:

• You hold all required licenses, permits, and certifications required by federal, state, and local laws to operate a childcare facility or provide childcare services in your jurisdiction
• You will maintain all required licenses in good standing throughout your use of the platform
• You will comply with all applicable childcare regulations, including staff-to-child ratios, facility requirements, health and safety standards, and reporting requirements
• You will immediately notify us if your license is suspended, revoked, or otherwise impaired
• You will comply with all applicable labor, employment, and tax laws

4. Insurance Requirements

You agree to maintain adequate insurance coverage, including:

• General Liability Insurance: Covering bodily injury and property damage
• Professional Liability Insurance: Covering errors and omissions in childcare services
• Workers' Compensation Insurance: If you have employees, as required by law
• Any other insurance required by your state or local laws

DropInKids does not provide any insurance coverage for your childcare operations. You are solely responsible for maintaining adequate insurance.

5. Accuracy of Information

You agree that all information you provide on the platform will be:

• Accurate, complete, and not misleading
• Updated promptly when any information changes
• In compliance with all applicable advertising and consumer protection laws

You may not misrepresent your qualifications, experience, licensing status, services, or any other material information. False or misleading information may result in immediate termination of your account.

6. Your Responsibilities to Families

When providing childcare services to families who book through DropInKids, you agree to:

• Provide a safe, clean, and appropriate environment for children
• Supervise children at all times in accordance with applicable regulations
• Follow any specific instructions provided by parents regarding their child's care, including dietary restrictions, allergies, medical needs, and special accommodations
• Maintain confidentiality of family information
• Communicate promptly and professionally with parents
• Honor confirmed bookings or provide reasonable notice of cancellation
• Report any incidents, injuries, or concerns to parents immediately
• Comply with all mandatory reporting requirements for child abuse or neglect

7. Fees and Payments

Platform Fees: DropInKids may charge fees for use of the platform. Current fee structure:

• Founding Partners: $0/month (lifetime)
• Standard Plan: As published on our pricing page
• Payment Processing: Stripe fees apply to all transactions

Your Rates: You set your own rates for childcare services. You are responsible for collecting payment from families, either through the platform's payment system (when enabled) or directly.

Taxes: You are solely responsible for paying all applicable taxes on income earned through the platform. DropInKids may be required to report your earnings to tax authorities.

8. Intellectual Property

Your Content: You retain ownership of content you upload (photos, descriptions, etc.). By uploading content, you grant DropInKids a non-exclusive, worldwide, royalty-free license to use, display, and distribute your content in connection with the platform.

Our Platform: DropInKids and its features, functionality, and content are owned by Virtutools Inc. and are protected by intellectual property laws. You may not copy, modify, or reverse engineer any part of the platform.

9. Prohibited Conduct

You agree not to:

• Operate without required licenses or permits
• Exceed licensed capacity or violate staff-to-child ratios
• Provide false or misleading information about your services
• Discriminate against families on the basis of race, color, religion, national origin, disability, or other protected characteristics (except as permitted by law for religious organizations)
• Engage in any illegal activity or child endangerment
• Solicit families to book outside the platform to avoid fees (while the platform has fee-based features)
• Share login credentials or allow others to use your account
• Harass, threaten, or abuse families or other users

10. Indemnification

You agree to indemnify, defend, and hold harmless DropInKids, Virtutools Inc., and their officers, directors, employees, agents, and affiliates from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

• Your childcare services or operations
• Any injury, illness, death, or damage occurring while children are in your care
• Your violation of this Agreement, our Terms of Service, or any applicable law
• Your violation of any third party's rights
• Any dispute between you and a family
• Your failure to maintain required licenses, permits, or insurance

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, DROPINKIDS AND VIRTUTOOLS INC. SHALL NOT BE LIABLE FOR ANY DAMAGES ARISING OUT OF OR RELATED TO YOUR USE OF THE PLATFORM OR YOUR PROVISION OF CHILDCARE SERVICES, INCLUDING BUT NOT LIMITED TO:

• PERSONAL INJURY, ILLNESS, OR DEATH OF ANY CHILD OR PERSON
• PROPERTY DAMAGE OR LOSS
• LOSS OF INCOME, PROFITS, OR BUSINESS
• CLAIMS BY FAMILIES, EMPLOYEES, OR THIRD PARTIES
• REGULATORY ACTIONS OR PENALTIES

12. Termination

By You: You may terminate this Agreement at any time by closing your account. You remain responsible for any obligations incurred before termination.

By Us: We may suspend or terminate your account at any time, with or without cause, including but not limited to:

• Violation of this Agreement or our Terms of Service
• Loss or suspension of your childcare license
• Complaints from families
• Suspected fraud or illegal activity
• Extended inactivity

13. Dispute Resolution

Any disputes arising out of this Agreement shall be resolved in accordance with the dispute resolution provisions in our Terms of Service, including the choice of law and venue provisions.

14. Modifications

We may modify this Agreement at any time by posting the revised Agreement on the platform. Your continued use of the platform after such modifications constitutes your acceptance of the revised Agreement. If you do not agree to the modifications, you must stop using the platform and close your account.

15. Contact Information

If you have questions about this Agreement, please contact us at:

16. Acknowledgment