Vendor Agreement

Last updated: October 2nd, 2026

Welcome, Partner. This Kindo Vendor Agreement (the "Vendor Agreement") governs your access to and use of the Kindo platform as a service provider ("Vendor," "you," or "your").

This document is a legally binding agreement between you and Kindo Corporation ("Kindo," "we," or "us"). It supplements our general Terms of Use. By registering as a Vendor, submitting a bid, or performing a service (a "Job") sourced through the Kindo platform (the "Platform"), you agree to be bound by both this Vendor Agreement and our Terms of Use.

Please read these terms carefully.

1. Your Relationship with Kindo

• Independent Contractor: You are an independent business, not an employee, partner, or agent of Kindo. Kindo is a technology platform that connects you with potential customers (residents and organizers). We do not perform the services ourselves.
• Seller of Record: You are the seller and merchant of record for every Job you perform. The price is your price, the sale is your sale, and the customer is the resident. Kindo acts solely as your disclosed limited agent for collecting payment on that sale, and as a sourcing broker. Kindo does not buy your services for resale, does not set your prices, and never takes title to the work. Because you appoint Kindo as your limited agent for this purpose, a resident's payment to Kindo discharges that resident's obligation to pay you for the Job.
• Your Responsibility: You are solely responsible for all aspects of your work, including the quality of service, your personnel, your tools, and your compliance with all applicable laws. Kindo is not responsible for the work you perform or any property damage or loss you may cause.
• Platform Access: Kindo grants you a limited, non-exclusive, revocable license to use the Platform to find, bid on, and manage Jobs in accordance with these terms.

2. Vendor Obligations and Standards

To maintain trust and be part of the Kindo network, you must:

• Honor Your Commitments: All information in your bids or proposals must be accurate. You must honor the pricing, scheduling, and scope of work you offer through the Platform.
• Your Price Never Changes at the Door: The price you bid for an apartment is your price for that apartment's Job, and you may not raise it on the service day. If an apartment has more equipment of the type your bid covers than was declared, you service it on the same visit or on a free return visit, at no extra charge to the resident. Price that risk into your bid.
• Maintain Quality: All work must be performed in a professional, safe, and workmanlike manner, consistent with industry best practices.
• Be Accountable: You must provide Kindo with a named, accountable contact person (e.g., project manager) for each Group Booking, as required by our safety and identity policies.
• Communicate Professionally: You must use the Platform's tools for essential communication and treat all residents and organizers respectfully.
• Comply with Policies: Kindo may remove or pause any Vendor, bid, or Job that fails to meet our quality or safety standards.

3. Insurance & Risk Transfer

3.1 Mandatory Insurance Requirements

Vendor represents and warrants that they currently maintain, and will maintain throughout the duration of any Services provided via the Kindo Platform, the following minimum insurance coverage:

• Commercial General Liability (CGL): Minimum limits of $1,000,000 per occurrence / $2,000,000 general aggregate. This policy must include coverage for Bodily Injury, Property Damage, Personal Injury, and Completed Operations.
• Workers' Compensation: As required by New York State statutory limits (or the applicable state law where services are rendered).

3.2 Additional Insured Status (The "Blanket Trigger")

Vendor agrees that Kindo Corporation, its subsidiaries, the Client/Resident receiving services, the Condominium/Cooperative Corporation (the "Building"), the Board of Managers, and the Managing Agent are hereby designated as Additional Insureds under the Vendor's Commercial General Liability policy.

This status shall apply to all liabilities arising out of the Vendor's work, including ongoing and completed operations. The Vendor acknowledges that this Agreement serves as the written contract required to trigger any "Blanket Additional Insured" endorsement (such as ISO form CG 20 33 or equivalent) contained in their insurance policy.

3.3 Primary and Non-Contributory

The Vendor's insurance coverage shall be primary and non-contributory with respect to any other insurance maintained by Kindo, the Resident, or the Building. This means the Vendor's insurance pays first, without seeking contribution from the Resident's personal insurance (HO-6) or the Building's master policy.

3.4 Waiver of Subrogation

Vendor hereby waives all rights of subrogation against Kindo, the Resident, and the Building for damages to the extent covered by the insurance maintained pursuant to this Agreement.

3.5 Verification

You agree to cooperate with Kindo's verification process, which may include background checks and verification of your business registration, licenses, and insurance certificates. You must provide Kindo with proof of this coverage (a Certificate of Insurance) upon request and keep it up to date in your profile.

4. Financial Terms

• Kindo Commission: Kindo charges a commission on the total value of each completed Job (the "Commission"). The default Commission rate is ten percent (10%). If a different rate applies to a specific building or service, the exact rate — and your estimated payout — are shown before you submit each bid; you will never be asked to commit to a bid without seeing them. The Commission is charged only on completed Jobs: registering as a Vendor, receiving invitations, and submitting bids are free.
• Payment Processing: Kindo uses a third-party payment partner (such as Stripe) to process all payments. Residents pre-pay for services. Those funds are collected by Kindo as your disclosed payment agent and are held in Kindo's account with that payment partner — not a segregated escrow account and not a trust account — until the Job is confirmed complete.
• Payout: Upon confirmation that a Job is "Complete", Kindo will release to you your price for the Job, less our Commission, plus 100% of any sales tax collected from residents on your behalf. For example, a $1,000 completed Job at the default 10% rate, on which you declared New York City sales tax of 8.875%, pays out $988.75 — $900.00 of service revenue, plus the $88.75 of your own sales tax passing through to you untouched. Kindo retains $100.00, which is the Commission on the $1,000 base and nothing else. Payouts will be processed according to the terms specified in your payment portal.
• Cancellations & Refunds: You are subject to the cancellation and refund policy shown to the resident at the time of booking.
• Sales Tax: Because the sale is yours, any sales tax on a Job is your tax on your own sale. You alone determine whether a Job is taxable, you must hold any New York State Certificate of Authority required of you as the seller, and you are solely responsible for filing and remitting that sales tax to New York State. Kindo makes no determination of taxability on your behalf and holds no Certificate of Authority. Where a Job qualifies as a capital improvement and is therefore exempt, the exemption is established by a New York State Form ST-124 (Certificate of Capital Improvement) that you obtain signed from the resident and keep in your records.
• Income Tax: You are solely responsible for calculating and remitting all applicable local, state, and federal taxes on the income you earn through the Platform.

5. Data, Reviews, and Platform Intelligence

• Reviews: Residents may leave honest reviews based on their real experiences with you. These reviews will be visible on your profile.
• Use of Data: To improve the Platform, Kindo uses data and machine learning. By using the Platform, you agree that Kindo may use anonymized and aggregated data from your Jobs (such as pricing, job duration, and quality ratings) to power our AI features, recommend vendors, and forecast participation. We do not sell your personal data.

6. Indemnification, Liability & Disputes

6.1 Indemnification & Duty to Defend

To the fullest extent permitted by law, Vendor agrees to defend, indemnify, and hold harmless Kindo Corporation, its officers, directors, employees, the Resident/Client, and the Building (including Board and Agents) from and against any claims, damages, losses, and expenses (including legal fees) arising out of or resulting from:

• The performance of the Services by Vendor or its personnel.
• Your breach of this Vendor Agreement.
• Any property damage, personal injury, or loss caused by you or your personnel.
• Any disputes with residents or building management regarding your work.

This duty to defend applies regardless of whether such claim is caused in part by a party indemnified hereunder.

6.2 Limitation of Kindo's Liability

To the maximum extent allowed by law, Kindo's total liability under this agreement is limited to the lesser of $100 or the total Kindo fees you paid in the past 12 months. Kindo is not liable for the actions of residents, building management, or service delays outside our control.

6.3 Disputes

This Agreement is governed by the laws of Delaware. Any disagreement between you and Kindo will be resolved individually through binding arbitration in New York City, not in court or as part of a class action.

7. Term and Termination

• Term: This Agreement begins when you are approved as a Vendor and continues until terminated by either party.
• Termination: You may terminate this Agreement by ceasing all use of the Platform and notifying Kindo. Kindo may suspend or terminate your access to the Platform at any time if you violate these terms or fail to meet our quality or safety standards.

8. Updates to this Agreement

We may update these terms occasionally. If we make material changes, we will notify you via the Platform or by email. Your continued use of the Platform as a Vendor after such notice constitutes your acceptance of the new terms.

9. Contact Us

Questions or concerns? Please use our contact form.