TERMS AND CONDITIONS

1. Introduction

Welcome to International Qualifier Search LLC ("IQS," "the Company," "we," or "us"). By engaging our services, accessing our platform, or making payment for any IQS service, you ("the Client" or "the Qualifier") agree to be bound by these Terms and Conditions. Please read them carefully, as they govern your relationship with IQS and all services provided thereunder.

IQS is a professional Qualifier Employment and licensing support company. We connect businesses ("Clients") that require a licensed qualifying agent with credentialed contractor professionals ("Qualifiers") from our network. IQS does not employ Qualifiers and does not act as a contractor licensing authority. All employment decisions, licensing applications, and regulatory compliance obligations remain the responsibility of the respective parties.

2. Scope of Services

2.1 Qualifier Employment Service

IQS provides a Qualifier Employment Service for Clients who require a licensed qualifying agent for contractor licensing purposes. Upon engagement, IQS will identify, vet, and present one or more Qualifiers from its network who may be a suitable match for the Client's licensing needs.

Employment services are initiated upon receipt of full payment of the applicable Employment Service Fee and Administrative Fee as detailed in Section 5. IQS does not guarantee a specific timeline for employment, as match availability depends on the composition of the IQS Qualifier Network at the time of engagement.

2.2 Premier Qualifier Network

IQS maintains a Premier Qualifier Network ("PQN"), a curated roster of professional qualifying agents who have been individually interviewed, background-checked, and vetted by IQS. Membership in the PQN is reserved for Qualifiers who meet IQS's internal standards for professionalism, licensure, and reliability.

Qualifiers seeking to join or maintain membership in the PQN are subject to the following:

• Annual Background Check: A background check is required once per calendar year for standard PQN membership.
• Quarterly Background Check (Premier Tier): Qualifiers who elect to undergo background checks twice quarterly are recognized under the Premier Tier of the PQN and are prioritized for employment consideration.

Background check fees are the sole financial obligation of the Qualifier to IQS. IQS reserves the right to remove any Qualifier from the PQN at its sole discretion for failure to meet network standards, professional misconduct, or any other reason IQS deems appropriate.

2.3 Post-Employment Licensing Support — The License Squad

Following a successful Qualifier employment, IQS offers Clients the option to be referred to The License Squad, a third-party affiliate of IQS that specializes in contractor license application processing, board submission, and full licensing support through to license issuance.

Referral to The License Squad is entirely optional. The Client and the placed Qualifier may mutually agree to handle the licensing application independently, without involvement from The License Squad. This decision must be made jointly and agreed upon by both the Client and the Qualifier. IQS is not responsible for the licensing outcome, timeline, or performance of either The License Squad or the parties managing the process independently.

The License Squad operates under its own separate terms, agreements, and fee structures. Any engagement between the Client and The License Squad is independent of IQS and does not modify or extend IQS's obligations under these Terms and Conditions.

2.4 Client Portal (Alpha / Beta)

IQS is developing a subscription-based Client Portal designed to provide Clients with centralized access to employment status, document management, and account information. The Client Portal is currently in Alpha testing and is expected to enter Beta testing in the fourth quarter of 2026.

IMPORTANT DISCLAIMER: The Client Portal is provided on an "as-is" and "as-available" basis during all pre-release phases. Features, functionality, availability, and subscription pricing are subject to change without notice. IQS makes no representations or warranties regarding the performance, accuracy, uptime, or continued availability of the Client Portal during Alpha or Beta phases. Use of the Client Portal during pre-release testing is at the Client's own risk. IQS shall not be liable for any data loss, service interruptions, or other issues arising from use of the Client Portal during pre-release phases.

Full terms governing Client Portal subscriptions, pricing, and data handling will be published prior to general release.

3. Client Obligations

3.1 Provision of Accurate Information

The Client must provide accurate, complete, and truthful information in connection with any IQS service, including but not limited to business information, licensing objectives, jurisdiction requirements, and Qualifier preferences. IQS relies on this information to identify appropriate matches and cannot be held responsible for mismatches or failed engagements resulting from inaccurate or incomplete information provided by the Client.

3.2 Cooperation

The Client agrees to cooperate in good faith with IQS throughout the employment process. This includes responding to communications in a timely manner, reviewing Qualifier profiles presented by IQS, and providing any additional information requested to facilitate a successful match.

3.3 Client Responsibility for Licensing Eligibility

IQS provides a Qualifier Employment Service only. The Client is solely responsible for understanding the contractor licensing requirements of the applicable jurisdiction, including eligibility criteria, application requirements, fees, and timelines. IQS does not provide legal advice and makes no representation that a placed Qualifier will satisfy all requirements of the applicable licensing authority.

3.4 Compliance with Applicable Law

The Client is solely responsible for ensuring that its business operations, licensing arrangements, and use of any placed Qualifier comply with all applicable federal, state, and local laws and regulations. IQS shall not be held liable for regulatory violations, licensing denials, disciplinary actions, or any other adverse outcomes arising from the Client's business activities or licensing arrangements.

3.5 Confidentiality of Qualifier Information

Qualifier profiles, contact information, credentials, and other information provided by IQS in connection with an engagement are confidential and are provided solely for the Client's use in evaluating a potential match. The Client shall not share, distribute, or use this information for any purpose other than evaluating and engaging the presented Qualifier through IQS.

4. Qualifier Obligations

4.1 Accuracy of Credentials

Qualifiers represent and warrant that all information provided to IQS, including licensure status, work history, background information, and professional references, is accurate, current, and complete. IQS reserves the right to remove any Qualifier from the network upon discovery of inaccurate or misleading information.

4.2 Professional Conduct

Qualifiers are expected to conduct themselves professionally in all interactions with IQS, Clients, and licensing authorities. Unprofessional conduct, non-performance, misrepresentation, or any behavior that reflects negatively on IQS or its Clients may result in immediate removal from the IQS Qualifier Network and the Premier Qualifier Network without refund of any fees paid.

4.3 Background Check Consent

By joining the IQS Qualifier Network or the Premier Qualifier Network, the Qualifier consents to the background check process as described in Section 2.2 and agrees to pay the applicable background check fee. Background check fees are non-refundable once the check has been initiated.

4.4 Qualifier Independence

Qualifiers are independent professionals and are not employees, agents, or representatives of IQS. IQS does not supervise, direct, or control the work performed by any Qualifier. Any arrangement entered into between a Qualifier and a Client is independent of IQS, and IQS shall not be a party to, or liable under, any such arrangement.

5. Fees and Payment

5.1 Client Fees — Qualifier Employment Service

Clients are charged the following fees in connection with the Qualifier Employment Service:

• Employment Service Fee: A one-time fee charged per license or per Qualifier employment, as specified in the applicable service agreement or invoice.
• Administrative Fee: A one-time administrative fee charged per license or per Qualifier employment, as specified in the applicable service agreement or invoice.

Fee amounts are set forth in the service agreement or invoice issued to the Client at the time of engagement. All fees are due in full prior to commencement of employment services.

5.2 Qualifier Fees — Network Membership

Qualifiers are charged the following fees in connection with IQS network membership:

• Annual Background Check Fee: Required once per calendar year for standard Qualifier Network membership.
• Quarterly Background Check Fee: Required twice per quarter for Premier Qualifier Network membership.

Background check fees are the sole fees charged to Qualifiers by IQS. Fee amounts are communicated to the Qualifier at the time of enrollment or renewal.

5.3 Payment Terms

All fees are due upon receipt of invoice unless otherwise specified in a written agreement. Late or failed payments may result in suspension or termination of services. IQS reserves the right to place a Client's matter on hold until all outstanding balances are resolved.

5.4 Non-Refundable Fees

All fees paid to IQS are non-refundable once services have been initiated, except as expressly provided in the Employment Service Guarantee set forth in Section 6 or as required by applicable law. Payment of any fee constitutes the Client's acknowledgment that they are purchasing a service, not a guaranteed outcome.

5.5 Payment Disputes and Chargebacks

The Client agrees not to initiate a chargeback, payment dispute, or reversal with any credit card company, financial institution, or payment processor for services that have already been initiated or performed by IQS. If a chargeback or payment dispute is initiated after services have commenced, IQS reserves the right to immediately suspend all services until the matter is resolved. The Client remains responsible for the full amount of service fees and agrees to reimburse IQS for any costs incurred in responding to or resolving the chargeback, including administrative costs, collection costs, and reasonable attorney's fees where permitted by law. Initiating a chargeback for services already performed shall constitute a breach of these Terms and Conditions.

6. Employment Service Guarantee

6.1 Guarantee Terms

IQS stands behind the quality of its Qualifier Network. In the event that a placed Qualifier does not work out due to professional issues arising after employment, IQS will, at its sole discretion, provide a Qualifier replacement at no additional Employment Service Fee to the Client.

The Employment Service Guarantee is subject to the following conditions:

• The issue must relate to the professional conduct, performance, or reliability of the Qualifier, as determined by IQS in its sole discretion.
• The Client must notify IQS in writing of the issue and provide reasonable supporting detail.
• IQS reserves the right to investigate the circumstances and determine whether a replacement is warranted under this Guarantee.
• The Guarantee applies to one replacement per original engagement. Additional replacements beyond the first may be subject to additional fees at IQS's discretion.
• The Guarantee does not apply where the engagement was unsuccessful due to actions, inactions, or decisions made by the Client, or where the Client and Qualifier mutually agreed to terms outside of the IQS employment process.

6.2 Discretion of IQS

All determinations regarding whether a qualifying event has occurred under this Guarantee are made exclusively by IQS in its sole and absolute discretion. IQS's decision regarding the applicability of the Guarantee shall be final.

6.3 Limitation of Guarantee

The Employment Service Guarantee is limited to providing a replacement Qualifier and does not entitle the Client to a refund of any fees paid, compensation for lost business, licensing delays, or any other direct or indirect damages. This Guarantee constitutes IQS's sole obligation in the event of a Qualifier performance issue post-employment.

7. Third-Party Services and Affiliates

7.1 The License Squad

The License Squad is a third-party affiliate of IQS that provides contractor license application processing and board submission services. IQS may refer Clients to The License Squad following a successful Qualifier employment, but such referral is optional and is subject to mutual agreement between the Client and the Qualifier as described in Section 2.3.

IQS does not control, supervise, or guarantee the services, timelines, outcomes, or conduct of The License Squad. Any agreement entered into between the Client and The License Squad is solely between those parties. IQS shall not be liable for any act, omission, error, or delay on the part of The License Squad.

7.2 Other Third Parties

IQS may, in the course of its services, interact with or rely upon third parties including but not limited to background check providers, licensing boards, testing providers, and other regulatory agencies. IQS shall not be liable for delays, errors, or decisions made by any such third party.

8. No Legal Advice

IQS is not a law firm and does not provide legal advice, legal representation, or statutory interpretation. Any information provided by IQS regarding licensing requirements, board processes, or regulatory procedures is based on publicly available information and industry experience and should not be construed as legal advice. Clients and Qualifiers seeking legal guidance regarding contractor licensing, compliance, or regulatory matters should consult a licensed attorney.

9. No Guarantee of Licensing Outcome

IQS provides a Qualifier Employment Service. IQS does not control, influence, or participate in the decisions of any licensing board or regulatory authority. The approval, denial, or modification of any contractor license application is determined solely by the applicable regulatory authority. IQS makes no guarantee that any licensing application will be approved or that any license will be issued within a particular timeframe.

10. Limitation of Liability

To the maximum extent permitted by applicable law, IQS's total liability for any claim arising out of or related to its services shall be limited to the total amount of fees paid by the Client to IQS in connection with the specific service giving rise to the claim.

IQS shall not be liable for any indirect, incidental, consequential, special, or punitive damages, including but not limited to lost profits, lost business opportunities, project delays, or inability to obtain a contractor license, regardless of whether IQS was advised of the possibility of such damages.

IQS shall not be held liable for:

• The professional conduct, performance, reliability, or availability of any Qualifier
• Licensing denials, delays, or adverse decisions by any licensing authority
• Acts or omissions of The License Squad or any other third-party affiliate
• Delays or errors caused by background check providers or other third-party vendors
• Any outcome resulting from the Client's or Qualifier's failure to meet applicable licensing requirements

11. Indemnification

The Client agrees to indemnify, defend, and hold harmless International Qualifier Search LLC, its owners, employees, contractors, and representatives from and against any and all claims, damages, liabilities, losses, costs, and expenses (including reasonable attorney's fees) arising out of or related to:

• Inaccurate or incomplete information provided by the Client to IQS
• The Client's licensing arrangements or use of any placed Qualifier
• The Client's failure to comply with applicable licensing laws, regulations, or board requirements
• Any dispute between the Client and a Qualifier arising from their independent arrangement
• Any dispute between the Client and The License Squad or any other third-party affiliate

Qualifiers agree to indemnify, defend, and hold harmless International Qualifier Search LLC from and against any claims arising out of inaccurate credential information, professional misconduct, or breach of any arrangement entered into with a Client.

This indemnification obligation survives the termination of services.

12. Confidentiality

Both parties agree to keep confidential any proprietary, business, or operational information shared in connection with IQS services that is designated as confidential or that a reasonable person would understand to be confidential given the nature of the information and circumstances of disclosure. This obligation does not apply to information that is publicly available, independently developed, or required to be disclosed by law.

13. Termination of Services

13.1 By IQS

IQS reserves the right to terminate services with any Client or Qualifier at its sole discretion, including but not limited to circumstances involving non-payment, non-cooperation, misrepresentation, or conduct that IQS determines to be contrary to its professional standards or the interests of its network. Termination by IQS under this section shall not entitle the Client or Qualifier to a refund of fees paid.

13.2 By the Client

A Client may discontinue services at any time by providing written notice to IQS. However, fees already paid are non-refundable as described in Section 5.4. Discontinuation of services does not relieve the Client of any outstanding payment obligations.

14. Dispute Resolution

Any disputes between the parties shall first be addressed through good-faith negotiation. Prior to initiating any formal proceeding, the aggrieved party must provide written notice to the other party describing the nature of the dispute and allowing a reasonable opportunity to respond or cure.

If good-faith negotiation fails to resolve the dispute within thirty (30) days of written notice, the parties agree to submit the dispute to mediation. If mediation is unsuccessful, the dispute shall be resolved through final and binding arbitration in accordance with the rules of the American Arbitration Association ("AAA"). Arbitration shall take place in the State of Florida. Each party shall bear its own legal fees and costs, except as otherwise awarded by the arbitrator. The parties waive the right to a jury trial and agree that arbitration will be conducted on an individual basis only. No class action, consolidated, or representative arbitration is permitted.

15. Governing Law

These Terms and Conditions are governed by and construed in accordance with the laws of the State of Florida, excluding its conflict of law principles.

16. Amendments

IQS reserves the right to modify, update, or amend these Terms and Conditions at any time in its sole discretion. Amendments will become effective upon posting to the IQS website or upon written notice to the Client. Continued use of IQS services following any amendment constitutes acceptance of the revised Terms and Conditions. It is the Client's responsibility to review these Terms periodically.

17. Severability

If any provision of these Terms and Conditions is found to be invalid, illegal, or unenforceable by a court or arbitrator of competent jurisdiction, the remaining provisions shall continue in full force and effect.

18. Entire Agreement

These Terms and Conditions, together with any written service agreement, invoice, or proposal issued by IQS, constitute the entire agreement between the parties with respect to the subject matter herein. No prior oral statements, marketing materials, or informal communications shall modify or supplement these Terms unless expressly set forth in a written document signed by both parties.

19. Notices

All notices required or permitted under these Terms and Conditions may be delivered via email to the contact information on file for each party. Email communication shall constitute valid written notice for all purposes under these Terms.

Client Acknowledgment

By signing any IQS service agreement or invoice, or by making payment for any IQS service, the Client acknowledges that they have read, understood, and agreed to these Terms and Conditions. The Client confirms they have had the opportunity to review these Terms prior to purchasing services and that no verbal representations outside of this document govern the parties' obligations.

If you have any questions regarding these Terms and Conditions, please contact us:

International Qualifier Search LLC
Phone: (754) 354-8460
Email: info@internationalqualifiersearch.com