I. REFERRAL SERVICE PROVIDED BY THE AGENCY

For the purposes of this Agreement, a “Referral Agency” refers to an entity that serves as an intermediary between clients seeking to employ domestic staff and individuals seeking such employment roles. Hereinafter, the Referral Agency will be referred to as “the Agency.” The Agency does not directly employ the domestic staff but instead provides a service to connect clients with potential employees who align with the clients’ requirements and preferences. The primary function of the Agency is to facilitate introductions and provide recommendations, without becoming a party to any employment contract that may subsequently be established between the client and the domestic employee.

1.1 The Agency will undertake to identify, vet, and refer suitable candidates to the Client for potential employment as a domestic Employee. The Client understands and acknowledges that by entering into this Agreement, they are engaging the Agency in the capacity of a search consultant tasked with the responsibility of locating and recommending appropriate domestic candidates for the client.
1.2 The Client acknowledges and understands that the Agency, as a search consultant to the Client, acts as a referral source for domestic Employees, facilitating job matching and incorporating their applications and requests, thereby locating prospective Clients. The Agency is not a party to any agreement made between the Client and the domestic Employee. The Client understands and agrees that the Agency’s role extends to both assisting Clients in their search for domestic help and supporting domestic workers in finding suitable employment, ensuring a balanced and equitable service for all parties involved.
1.3 Client understands that upon the voluntary or involuntary termination of a domestic Employee, the Agency is not required to reimburse Client for any expenses that may be or have been incurred by Client.
1.4 The Agency undertakes a due diligence process that includes checking criminal history, driving records, references, and verifying Social Security identities for referred domestic candidates. As part of this process, the Agency will reach out to at least two references provided by the candidate. While the Agency exercises care in performing these checks, ultimate responsibility for the verification of candidate suitability lies with the Client. The Client is strongly encouraged to directly contact the provided references and conduct their own due diligence to their satisfaction.
1.5 If a full-time or part-time domestic Employee referred by the Agency accepts a position with the Client with a one-year commitment, but during the first sixty (60) days of such engagement the domestic Employee or the Client terminates the arrangement with or without cause, the Agency will start a new search to replace that Employee one time without additional charge unless any of the following apply: 1.5 A) Client alters the domestic Employee job description, as detailed in the Client application. 1.5 B) The Client chooses to replace the domestic Employee using the services of an agent and the second domestic Employee of Client choice resigns or is terminated. 1.5 C) The domestic Employee resigns their position due to any kind of verbal or physical abuse, existence of a hostile work environment, illegal activity, substance abuse, failure to pay domestic Employee as agreed or acts of moral turpitude by the Client, Client’s family, Client’s Associates or Client’s representatives. 1.5 D) The domestic Employee resigns their position due to any kind of unwanted touching, sexual attention or advances by the Client, Client’s family, Client’s Associates or Client’s representatives. 1.5 E) The domestic Employee resigns their position due to any kind of racist, sexist, ageist or sexually inappropriate behavior in words or actions by the Client, Client’s family, Client’s Associates or Client’s representatives.
1.6 If the domestic Employee is dismissed, the Agency will do its best to promptly provide more domestic Employee candidates but cannot guarantee a suitable domestic Employee replacement within the same salary range.
1.6.1 If the Client hires a replacement domestic Employee with a higher salary than the previous domestic Employee, the Client will owe the Agency the additional commission due based on the new domestic Employee’s salary.
1.6.2 If the Client hires a replacement domestic Employee with the same, or a lower salary than the previous domestic Employee, the Client will not owe the Agency any additional commission or fee.
1.7 If termination takes place during the period 61 through 180 days after employment, the Agency will replace the domestic Employee one time for 50% of the applicable fee. If termination takes place during the period 181 days through one year after employment, the Agency will replace the Employee one time for 75% of the applicable fee.
1.8 Client agrees that the above replacement arrangement is void unless the Client furnishes the Agency a copy of the contract signed by both the Client and the domestic Employee within thirty (30) days of the beginning of employment by the Employee.

II. CLIENT’S OBLIGATIONS
2.1 Client will provide the Agency with such information as may be requested by the Agency, from time to time, concerning Client’s qualification and requirements for a domestic Employee referral. The Client agrees that each of the representations and information provided on the DDA Household Staff Request Form by Client, as well as any other information given the Agency, is true and complete in all respects.
2.2 Client authorizes the Agency to contact any references provided by Client, as well as to make its own independent investigation of Client. The Agency is authorized to obtain all such reference checks as the Agency may deem desirable and any persons, entity, medical facility, doctor or government agency is specifically authorized to provide such information to the Agency.
2.3 Client understands and agrees that the Agency is not responsible for false or misleading answers or information provided to it by Client, a domestic Employee candidate or other third parties, and holds the Agency harmless from any damage of any kind whatsoever resulting from any such false or misleading answers or information.
2.4 The Client affirms and agrees to all referrals made by the Agency for the Client or on the Client’s behalf. The Client also gives explicit permission for the Agency to disclose the Client’s identity as necessary to fulfill the purposes outlined in this Agreement.
2.5 Client is under no obligation to accept any Employee referral made by the Agency. The final determination to accept or reject a referral made by the Agency is solely that of Client, and Client waives any and all claims, damages, losses or causes of action against the Agency arising out of any such domestic Employee referral to, or hiring by Client.
2.6 The Client shall promptly notify the Agency if the Agency refers a domestic candidate with whom the Client has already had contact, either by previous employment or by referral from any other person or agency. The standard referral fee applies regardless of prior contact, and reasonable documentation thereof may be requested.
2.7 Client acknowledges and agrees that the Agency shall not control or supervise the time, method, manner or means of accomplishing the objectives of Client, nor the compensation, benefits, duties, hours, or responsibilities of any domestic Employee. The Client shall have full responsibility for all such control and supervision, and all such negotiations and arrangements with any domestic Employee.
2.8 Client or domestic Employee shall be responsible for payment of all applicable payroll taxes, Social Security, or Medicare assessments, and Federal or State withholding or unemployment.
2.9 Client must send the Agency a copy of the engagement agreement signed by Client and domestic Employee BEFORE the Employee’s first day of hire.
2.10 The Client may designate a representative to act on their behalf for the purposes of this Agreement. The Client affirms that any representative signing this Agreement or any related document has the authority to legally bind the Client to the terms herein. The Client is fully liable for any commitments, actions, or signatures by their designated representative as if the Client had undertaken such actions themselves.

III. CONFIDENTIALITY
3.1 The Agency agrees to protect the privacy and confidentiality of all sensitive and proprietary information gathered in the course of its service, related to the Client and referred domestic Employees, which is not publicly available and is designated as confidential.
3.2 The Client agrees to maintain the confidentiality of all proprietary information and business intelligence provided by the Agency, limited to information, which is not in the public domain and is explicitly marked or reasonably understood to be confidential. Upon the termination of this Agreement, or the conclusion of the referral services provided by the Agency for any reason, the Client shall return or destroy all such confidential material pertaining to the Agency’s business practices and referred domestic Employees, as requested by the Agency. The Agency, likewise, shall return or destroy all such confidential material pertaining to the Client, as requested, unless required to retain it by law or for legitimate business purposes under strict confidentiality.

IV. FEES
4.1 The Agency charges fees for referring Domestic Employee candidates as follows:
4.1.1 Client registration, searching, and screening fee: $175 one-year access non-refundable.
4.1.2 Childcare Staffing: Childcare referral fee for long-term full-time placement is 20% of annual gross salary hiring package, or a minimum fee of $10,000, whichever is greater. For placement of child caregivers working less than 35 hours per week, our fee is 25% of their annual gross salary hiring package, or a minimum fee of $8750, whichever is greater.
4.1.3 Household Staffing: Domestic staff (including Caregivers) referral fee for long-term full-time placement is 25% of annual gross salary hiring-package, or a minimum fee of $15,000, whichever is greater. For placement of Domestic Staff working less than 35 hours per week, our fee is 30% of their annual gross salary-hiring package, or a minimum fee of $13,000, whichever is greater.

**The Agency calculates the final placement fee for all long-term placements (full-time or part-time) by multiplying the weekly salary X 52 (weeks) X the % (based on the type of placement), or the minimum placement fee. Included in the fee is the total salary package, including all benefits as well as the estimated annual cost of rent for live-in placements.**

4.2 Domestic Employee referral fee for anything not listed above will have an addendum added to this contract listing the fees required by the Client and the services offered by the Agency. Addendum must be presented to the Agency at the time of request (BEFORE the Agency starts the search) and be signed by Client and Agency and is a valid part of this contract.
4.3 All fees are due BEFORE the first day of work for the employee and are non-refundable.
4.4 The Agency allows a maximum of a 5-day working trial period before the Client is responsible to pay the final placement fee. If the working trial period exceeds 5 days, the Client is responsible to pay the Agency the final placement fee whether or not any hiring contract has been signed by the Client and Domestic Employee.
4.5 The Client agrees not to engage in any direct negotiations, make any private arrangements, or offer employment to any domestic Employee candidate referred by the Agency that would have the effect of circumventing, avoiding, or reducing the payment of fees due to the Agency, as outlined in this Agreement. This non-circumvention obligation applies for a period of twelve (12) months following the initial referral of the domestic Employee candidate by the Agency. If, within this period, the Client enters into an employment agreement with any referred domestic Employee candidate, the Client is obligated to inform the Agency immediately of such employment and to pay the Agency the full fee as specified above without delay.
4.6 Client agrees that the above selected domestic Employee referral fee, 100% is to be paid to the Agency BEFORE the first day the Employee reports for work to the Client. No placement is final until all fees have been paid to the Agency.
4.6.1 All final placement fees must be paid by personal check, wire or money order to Deb’s Domestic Agency and postmarked on or before the domestic Employee’s first day of hire OR a maximum of 14 days after the invoice has been emailed.
4.6.2 The Client is obligated to pay the Agency’s referral placement fee in full by the start date of the referred candidate’s service. Failure to do so will result in a daily late payment charge of $10 from the service start date, accruing indefinitely until full payment is received. The Agency is entitled to recover all fees and charges through legal means as per this Agreement.
4.7 The Client is solely responsible for all fees associated with the referral services provided by the Agency.
4.8 The Client acknowledges that referred domestic Employees are contractually obligated to the Agency to report any interactions with the Client and to confirm the Client’s adherence to their financial commitments to the Agency, which includes settlement of all fees related to screening, referral, and any incurred late fees. The Agency retains the right to instruct Employees to either delay the start of their employment or to suspend their services if financial obligations are outstanding. By agreeing to this term, the Client accepts that the initiation and continuity of the Employee’s service are contingent upon the Agency’s receipt of payment in full.
4.9 The Client agrees that if a domestic Employee is dismissed after placement by the Agency, or during any period in which the Agency is seeking payment of its fees, the Client remains responsible for paying the full referral fee to the Agency. This payment is due regardless of the duration of the Employee’s employment or the circumstances of their termination. The obligation to pay the Agency’s fee in full persists until the Agency has received the entire amount as per the agreed terms.
4.10 In the event that a domestic Employee, having been placed by the Agency, is either dismissed by the Client or resigns, and the Agency is subsequently unable to provide a replacement that meets the Client’s specified requirements, the Client acknowledges that the Agency’s commitment is limited to providing replacement referrals only. The Client agrees that no refunds, full or partial, will be issued for any placement fees already paid to the Agency, regardless of the Employee’s tenure or the reasons for their departure, including situations where a suitable replacement cannot be found. This no-refund policy is absolute and affirms the Agency’s right to retain all fees paid by the Client as compensation for services rendered in fulfilling the referral.

V. INDEMNIFICATION AND LIABILITY
5.1 The Client shall indemnify and hold the Agency harmless against all claims, losses, damages, or liabilities, including legal costs and attorney’s fees, resulting from any injury, death, or property damage involving the Employee, the Client, or third parties. This indemnification includes any acts or omissions by the Employee or Client and extends to claims resulting from the Agency’s own negligence.
5.2 The Agency disclaims all warranties not explicitly stated in this Agreement. The Agency’s sole commitment is to provide referral services as specifically set forth herein, and no further warranties are implied or expressed.
5.3 The Client waives any right to hold the Agency liable for damages or losses resulting from the employment of the Employee referred by the Agency, reaffirming the indemnity in section 5.1.
5.4 The Client agrees to defend, at their own expense and in the Agency’s stead, any claim or action related to injuries, death, or damages associated with services under this Agreement.
5.5 The Agency’s total liability for any claims related to this Agreement is limited to the fees the Client has paid to the Agency. The Agency is not liable for any indirect, special, incidental, consequential, or punitive damages, irrespective of any advance notice on the potential for such damages.

VI. MISCELLANEOUS
6.1 The Client shall not assign this Agreement without the Agency’s explicit written consent.
6.2 The Client is responsible for late fees and all legal costs incurred by the Agency to recover unpaid fees if payment is not made within three (3) days of the payment demand.
6.3 This Agreement shall be governed and construed in accordance with Texas law.
6.4 This Agreement shall be binding on both parties, including successors and permitted assigns.
6.5 If any part of this Agreement is found invalid, the rest shall remain enforceable.
6.6 This Agreement supersedes all prior agreements and understandings, written or oral, between the Parties concerning the subject matter herein. The following additional provisions apply: 6.6 A) The Client recognizes that all intellectual property, such as proprietary processes and data, remains the Agency’s exclusive property. The Client will not reverse engineer or otherwise attempt to discover the proprietary content’s underlying composition or information. 6.6 B) The Agency is committed to safeguarding the personal information of Clients and domestic Employees, adhering to applicable privacy laws. The Agency will use such information strictly for the agreed services and according to the privacy policy stated in this Agreement. 6.6 C) Neither Party will be liable for any failure to perform due to unforeseen events beyond their reasonable control, including natural disasters, conflicts, governmental actions, or labor shortages. 6.6 D) Disputes under this Agreement will first be attempted to be resolved through mediation by JAMS. If unresolved, disputes will proceed to binding arbitration as per JAMS rules, with proceedings taking place in Austin, Texas.
6.7 The Agency’s privacy policy will govern the use and protection of all personal data obtained in the execution of its services.
6.8 The Agency will implement robust measures to secure the personal and sensitive information of Clients and domestic Employees from unauthorized access or disclosure.