BKL IC Tutoring Agreement 1x
TUTOR INDEPENDENT CONTRACTOR AGREEMENT
This Agreement is made between Brooklyn Letters Speech Language Pathology PLLC, 1139 Prospect Avenue, 2i, Brooklyn, NY 11218, and ("Independent Contractor or IC" hereinafter), on Date This Agreement shall not render the Independent Contractor an employee, partner, agent of, or joint venturer with the Brooklyn Letters Speech Language Pathology PLCC for any purpose.
RELATIONSHIP BETWEEN BROOKLYN LETTERS SLP PLLC AND THE INDEPENDENT CONTRACTOR
Brooklyn Letters SLP PLLC (“Brooklyn Letters” hereinafter) is a private practice offering speech-language pathology, tutoring, and SEIT services, and consulting services for educational institutions. These services are offered in homes, schools, and remotely. Brooklyn Letters specializes in providing Speech Language Therapy and Tutoring/SEIT Coordination services to families. We facilitate introductions of our team members to clients as potential candidates for hire. The ICs are hired privately by each family and are not employed by Brooklyn Letters. Brooklyn Letters presents the worker as an Independent Contractor and the worker provides these services under their own business name. The IC is a professional who uses his or her own professional and business methods to perform services. The IC has not and will not receive training from Brooklyn Letters regarding how to perform the services. Brooklyn Letters does not control, supervise, or otherwise interfere with the IC’s mode of affecting performance under this Agreement. Brooklyn Letters’ only concern is the result of the IC’s work, and not the means of accomplishing it. The IC maintains his/her own establishment and contacts Brooklyn Letters for work leads. Licensure and Certifications: The IC represents that if he/she has any professional licenses, that copies of same will be provided to Brooklyn Letters for their files. The IC must adhere to all state certification requirements in any state in which he/she holds same. The IC’s responsible for informing Brooklyn Letters of any change in the IC’s certifications.
The IC has no set hours of work, nor is there a requirement that the IC work full-time or otherwise account for work hours. The IC has control over work assignments, approves who he/she works with, determines methods to perform his/her own services, determines his/her territory, and works with the client until the IC and the client end their relationship based on their discretion, determines the level of payment with clients, sets work hours. The IC will quote and set their own rates with clients. Clients pay the IC directly. The IC takes responsibility for making up missed sessions with his/her own clients and has the freedom to provide services to other businesses. The IC invests in his/her own materials and equipment. No oral or written reports are due to Brooklyn Letters. There are no requirements for attendance at Brooklyn Letters meetings. The IC is responsible for ensuring that a parent, guardian, or other authorized adult (over the age of 18) is present on the premises where services occur during the entire duration of the service. For quality control purposes, Brooklyn Letters solicits feedback from its ICs and from its clients. The IC agrees to be responsive to all communications from Brooklyn Letters regarding feedback about converted clients. If the IC is not actively communicating with Brooklyn Letters, Brooklyn Letters will notify the IC in writing that the IC is not meeting the communication expectations of Brooklyn Letters. All services provided by the IC to the client will be under the IC’s own name, and the IC shall represent that he/she is an independent contractor and not an employee of Brooklyn Letters. The IC acknowledges and agrees that the services performed are performed as an independent contractor. The IC is solely responsible for any and all taxes, Social Security and Medicare contributions and payments, and other payroll taxes applicable to such compensation. The IC agrees that he/she has no right to, nor will he or she seek benefits or any form of payment under the State Unemployment Coverage or Workers’ Compensation Coverage upon expiration or termination of this Agreement. Brooklyn Letters will not provide fringe benefits, including, but not limited to, health insurance benefits, paid vacation, or any other employee-type benefit, for the benefit of the IC. The IC shall provide professional services to his/her clients in compliance at all times with ethical standards, laws, rules, and regulations applicable to the operations of the practice. All professional matters relating to the operations of the practice and the performance of services for his/her clients shall be the sole responsibility of the IC. Nothing in this Agreement shall be construed to transfer responsibility for the practice (or any respect of the practice) to Brooklyn Letters. The IC agrees to perform the following services within their professional purview: assess, evaluate, and treat, from infancy through adulthood, depending on the IC’s level of professional experience, literacy, math, and other educational services. This includes working one on one with the client in their home, office (when the IC works out of his/her private practice office), client’s school (if agreed upon by all parties) providing parent training, consultation, running small group tutoring (when applicable), discussing the individual’s development and progress with the parent/caregiver, updating short term and long term goals, maintaining session notes, recording and maintaining data on the client’s progress, developing a discharge plan when goals are met and when the client no longer needs tutoring or terminating services when the client isn’t benefiting from tutoring services. Since Brooklyn Letters does not offer services through in-network insurance, Early Intervention, Board of Education, RSAs, or other third parties, ICs are forbidden to work with any Brooklyn Letters’ clients outside of private pay circumstances through Brooklyn Letters. The IC shall notify Brooklyn Letters via email within forty-eight (48) hours of being notified by the client that the client plans to discontinue services for any reason. The IC will notify Brooklyn Letters immediately if he/she needs to discontinue services with the client and will do so prior to notifying the client so that Brooklyn Letters can attempt to provide a replacement provider. Brooklyn Letters has the right to provide a replacement provider for the client. Failure of the IC to notify Brooklyn Letters of the termination of services with a client, whether temporary or permanent, will result in a $25 Administrative Fee charged to the IC. Record Keeping: It is important for tutors to maintain thorough records of their services to avoid potential liabilities. This practice is crucial not only for monitoring progress and ensuring accountability but also for safeguarding against any disputes or misunderstandings that could arise from a lack of documentation. Defining clear learning objectives and customizing learning paths are essential for ensuring that tutoring sessions are focused, aligned with student needs, and effectively communicated to all stakeholders. Regular collection of data and feedback mechanisms are necessary for accountability, documented progress, and facilitating necessary adjustments to teaching strategies, ensuring flexibility and professional competence. These practices contribute to customer satisfaction by assuring quality, facilitating ongoing improvement based on feedback, and minimizing risks associated with dissatisfaction or miscommunication. Overall, these strategies are crucial for enhancing educational outcomes while minimizing legal liabilities and maintaining professional integrity and accountability in tutoring engagements.
EXPENSES PAID BY CONTRACTOR
The IC is responsible for all expenses which he/she may incur, including but not limited to professional licenses, certification fees, and registrations, continuing education classes, professional liability insurance, general liability, other insurance required by a public or private school to provide services on their campus, travel and educational supplies, e.g. toys and activities. Insurance: In line with Brooklyn Letters’ commitment to excellence and mutual protection, Brooklyn Letters strongly recommends that all ICs, who offer in-person services, have in effect a General Liability Insurance policy. General Liability Insurance is designed to provide protection against a range of potential claims, including but not limited to bodily injury, property damage, and personal injury that could arise from the IC’s professional activities. The IC acknowledges that Brooklyn Letters expressly disclaims any responsibility for claims or incidents that are not covered under the IC’s General Liability Insurance. In the event that a client initiates legal action against Brooklyn Letters for a General Liability incident, the responsibility to address such claims will rest solely with the IC if an appropriate General Liability Insurance policy does not cover said claims. By executing this Independent Contractor Agreement, the IC acknowledges that he/she has been informed of the recommendation to obtain General Liability Insurance and that he/she understands Brooklyn Letters is not liable for incidents not covered by the General Liability Insurance. The IC’s signature further indicates an agreement to indemnify and hold harmless Brooklyn Letters in the event of such claims. Additional Requirements: The IC must have his/her own EIN (Employer Identification Number) for tax purposes, and any stationary, media advertising, business account, business cards, etc., in his/her own business name to solicit business outside of Brooklyn Letters. The IC cannot copyright language from the Brooklyn Letters website for his/her own media advertising purposes. The IC may not employ others to perform the services for referrals from Brooklyn Letters.
PAYMENT FOR SERVICES
Payment and invoicing from the previous month is due by the 10th of the month. For example, for services rendered for the month of April, payment and invoicing are due by May 10th through Venmo or Zelle or an agreed-upon electronic payment system. Brooklyn Letters does not incur any fees for electronic payments. Payment and invoicing submitted after the 10th of each month are considered late and are subject to a one-time per month $25 late fee. An invoice with session dates, including the IC address, business name, and other relevant information is required with the submission of payments. Brooklyn Letters is not responsible for paying the IC when the client fails to pay the IC. The IC and Brooklyn Letters both take the loss when clients fail to pay the IC. It is the IC’s responsibility to collect weekly payments from his/her clients. If a client fails to pay the IC timely, it is the IC’s responsibility to notify Brooklyn Letters of the failed payment(s) within twenty-four (24) hours of the failed payment. If the IC fails to pay Brooklyn Letters their contracted share in a timely fashion, Brooklyn Letters reserves the right to ask the client to pay Brooklyn Letters directly. Once Brooklyn Letters receives payment from the client, Brooklyn Letters will then pay the IC his/her share until the IC pays past due monies owed to Brooklyn Letters.
The IC hereby agrees to pay Brooklyn Letters as follows:
For all evaluations or assessments performed by the IC, Brooklyn Letters will be paid 10% of the total rate billed to the client. The evaluation price is set by the Brooklyn Letters evaluator. TUTORING: Brooklyn Letters will be paid % for all 45 and 60-minute sessions and % for all 30-minute sessions. These rates are subject to be increased at a later date by Brooklyn Letters one year post-signing of this Agreement. Brooklyn Letters can also agree upon the flat rate in writing (email) before starting with a new client if a session rate is established by Brooklyn Letters and the IC.
If sessions are longer than 60 minutes, the IC will pay Brooklyn Letters additional monies at the hourly prorated rate.
A Brooklyn Letters referral comes from any parent, professional, or school that is directly connected with Brooklyn Letters, and the referral source directly contacts the IC for services. The IC must notify Brooklyn Letters that a Brooklyn Letters referral contacted him or her. If the IC accepts these services, payment to Brooklyn Letters is expected as stipulated under this Agreement. For referrals outside of this Brooklyn Letters’ network, the IC does not need to inform Brooklyn Letters when he/she receives these solicitations and the IC is not responsible for paying Brooklyn Letters for these services.
This Agreement may be terminated by the IC upon 30 days' written notice to the other party. Brooklyn Letters can terminate this Agreement at will. Upon termination of this Agreement, Brooklyn Letters will cease referring clients to the IC. However, the terms and conditions of this Agreement shall survive for 30 days after the termination date with respect to any clients referred by Brooklyn Letters to the IC. Upon termination of this Agreement, Brooklyn Letters will notify each of the IC’s clients that the IC is no longer contracting with Brooklyn Letters and that a new provider will be assigned. Alternatively, after terminating with Brooklyn Letters, the IC can continue to work with Brooklyn Letters client(s) by paying Brooklyn Letters for fifteen (15) months for these services from the date of the termination of this Agreement. In other words, the IC can continue to pay Brooklyn Letters for fifteen (15) months post-termination of the Agreement if the IC chooses to continue to work with the Brooklyn Letters client.
COVID-19 SAFETY ACKNOWLEDGMENT AND COMPLIANCE:
The IC acknowledges the ongoing COVID-19 global pandemic and understands the inherent risks of exposure to the COVID-19 virus. The IC agrees to comply with all applicable public health guidance and safety regulations related to COVID-19, as issued by the Federal Government, the State of New York, and any other local government authorities or health agencies (collectively, "Public Health Authorities") during the term of this Agreement.
The IC hereby agrees to:
Brooklyn Letters reserves the right to modify these protocols and requirements as circumstances dictate and as Public Health Authorities' guidelines evolve. Any such modifications will be communicated to the IC and shall be effective immediately upon notification.
INDEMNIFICATION The IC agrees to indemnify and hold harmless Brooklyn Letters, its owners, independent contractors, and employees for liabilities or losses that may result or arise out of any alleged malfeasance, negligence, willful actions caused or alleged to be caused by the IC in connection with the rendering or omission to render any of the services to any client. This subparagraph will survive the termination or expiration of this Agreement. NEITHER PARTY TO THIS AGREEMENT SHALL BE LIABLE TO EACH OTHER OR THIRD PARTIES FOR THE OTHER'S LOST PROFITS OR SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, WHETHER IN AN ACTION IN CONTRACT OR TORT, EVEN IF THE PARTY HAS BEEN ADVISED BY THE OTHER PARTY OF THE POSSIBILITY OF SUCH DAMAGES. The IC will not assign his/her rights or interests under this Agreement, or subcontract with or employ another individual to provide the services without prior written consent from Brooklyn Letters. The HIPAA Privacy Compliance “Business Addendum” is hereby incorporated and made part of this Agreement. Arbitration: If a dispute or controversy arises under this Agreement, the parties agree to first try to resolve the dispute with the help of a mutually agreed-upon mediator in Kings County, New York in accordance with the rules of the American Arbitration Association. Any costs and fees other than attorney fees, associated with the mediation shall be shared equally by the parties. If it proves impossible to arrive at a mutually satisfactory solution through mediation, the parties agree to submit the dispute to a mutually agreed-upon arbitrator in Kings County, New York. Judgment upon the award rendered by the arbitrator may be entered in any court in Kings County, New York having jurisdiction to do so. Costs of arbitration, including attorney fees, will be allocated by the arbitrator. Confidentiality and Non-Compete: For valuable consideration and as an inducement for entering into this Agreement, IC, agrees not to disclose trade secrets, client lists, vendor lists, or other confidential material, and agrees to retain said information as confidential, and agrees not to disclose same to any third party, without the prior written consent of Brooklyn Letters and further agrees to make every reasonable effort to prevent accidental disclosure. The IC agrees not to solicit or engage in providing any additional services to clients by IC or other third party, without permission from Brooklyn Letters for one year after termination of the Agreement, while the IC is performing services under this Agreement or is at any of the client locations. The IC agrees that for one year after this termination of this Agreement, he/she will not knowingly solicit entities or individuals who serve as independent contractors for Brooklyn Letters. The IC cannot copyright the language in this independent contract for his or her own business when hiring his or her own independent contractors. Upon the termination of this agreement, the IC agrees to: (a) return to Brooklyn Letters all documents and property of the Company, including but not necessarily limited to: tests, books, drawings, blueprints, reports, manuals, correspondence, customer lists, computer programs, and all other materials and all copies thereof relating in any way to Brooklyn Letters’ business, or in any way obtained by him/her during the course of the assignment. The IC further agrees that he/she shall not retain copies, notes or abstracts of the foregoing.
ENTIRE AGREEMENT This Agreement constitutes the entire contract between the parties. All terms and conditions contained in any other writings previously executed by the parties regarding the matters contemplated herein shall be deemed to be merged herein and superseded hereby. No modification of this Agreement shall be deemed effective unless in writing and signed by the parties hereto.
WAIVER OF BREACH The waiver of a breach of any provision of this Agreement by either party shall not operate or be construed as a waiver of any subsequent breach.
SEVERABILITY If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited. Notices: Any notices required or permitted to be sent under this Agreement, shall be delivered in person or by overnight courier service or overnight mail, charges prepaid to the following addresses ( or to any other addresses that either party permits in advance and in writing to the other party): If to Brooklyn Letters: Brooklyn Letters Speech and Language Pathology, PLLC Attention: Craig Selinger 1139 Prospect Avenue, #2i Brooklyn, NY 11218 Waiver: No amendment or waiver by any holder shall be binding unless in writing. Descriptive Headings and Language: The descriptive headings used herein are for convenience of reference only and they are not intended to have any effect whatsoever in determining the rights or obligations under this Agreement.
APPLICABLE LAW This Agreement shall be governed by the laws of the State of New York.
SIGNATORIES This Agreement shall be signed by Craig Selinger, Member on behalf of Brooklyn Letters Speech Language Pathology PLLC, and by This Agreement is effective as of the date first above written.
IN WITNESS WHEREOF the undersigned have executed this Agreement as of the day and year first written above. The parties hereto agree that this Agreement may be executed in counterparts and facsimile or email signatures shall be as effective as if originals.
RECIPIENT: Brooklyn Letters Speech Language Pathology PLLC By:_/s/ Craig Selinger, Member_
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Document Name: BKL IC Tutoring Agreement 1x
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