Effective date: July 22, 2025

These Terms of Service ("Terms") constitute a legally binding agreement between you and Penny Hire, LLC, a company registered and headquartered in Puerto Rico ("PENNY HIRE LLC," "we," "us," or "our"). These Terms govern your access to and use of PENNY HIRE LLC's digital platform and services (collectively, the "Platform"). By accessing or using the Platform, you agree to be bound by these Terms.

1. Overview

PENNY HIRE LLC is a registered contractor platform that allows businesses ("Clients") to identify, interview, and hire independent contractors ("Contractors") in Latin America and the Caribbean. PENNY HIRE LLC acts as the contracting party for Contractors and Clients, manages legal compliance, and facilitates payments. Contractors are not direct employees of the Client. PENNY HIRE LLC manages all payments, documentation, and optional services for contractors.

PENNY HIRE LLC does not act as the employer of either the Client or the Contractor. PENNY HIRE LLC operates solely as an independent contractor and registered contractor, managing contracts, payments, and compliance requirements on behalf of both parties. No employment relationship shall be created between PENNY HIRE LLC and the Client or between the Client and the Contractor.

2. Definitions

Platform: The digital platform and services provided by PENNY HIRE LLC.

Client: A company that subscribes to PENNY HIRE LLC to access, interview and hire Contractors.

Contractor: A person hired through PENNY HIRE LLC to provide professional services.

User: Any person who creates an account or uses the Platform.

Agreement: The binding contract between PENNY HIRE LLC and the User.

Service Fee: Fees paid by Clients, including contract fees, monthly services, overtime, and supplements.

3. Eligibility and Registration

3.1 Minimum Age and Legal Capacity: Users must be at least 18 years of age and possess the legal capacity to enter into binding contracts under the laws applicable in their jurisdiction. By registering, Users confirm that they meet these requirements and understand that any misrepresentation may result in termination of their access to the Platform.

3.2 Client Eligibility: Only legally incorporated, registered, and good-standing entities in Puerto Rico or the United States may register as Clients. Clients must provide valid corporate documentation, a business tax identification number, and the contact information of an authorized representative. PENNY HIRE LLC reserves the right to request supporting documentation to verify its legal status.

3.3 User Representations and Warranties: By registering and using the Platform, you affirm and agree that:

• All information provided during registration and use of the Platform is true, complete, and up-to-date. You will update your information promptly if any changes occur.
• Your use of the Platform and engagement of Contractors will comply with all applicable local, state, federal, and international laws, including labor and privacy laws.
• You have full authority to bind your organization to these Terms, and your actions on the Platform will not violate any contractual or legal obligations.
• PENNY HIRE LLC may evaluate, approve, or reject any registration or account application at its sole discretion. PENNY HIRE LLC reserves the right to suspend, restrict, or terminate access to the Platform at any time, with or without notice, for any reason, including suspected fraud, misrepresentation, or breach of these Terms.

4. Account Access and Responsibilities

4.1 Account Creation and Profile Completion: To access candidate information, Clients must create an account on the Platform and complete their business profile, which includes legal entity details, tax identification number, authorized representatives, and job specifications. PENNY HIRE LLC reserves the right to verify the accuracy and completeness of all submitted data before granting access to the candidate pool.

4.2 Security and Unauthorized Access: Clients are solely responsible for protecting their login credentials and ensuring that access to the Platform is limited to authorized personnel. Any suspected unauthorized use, data breach, or security compromise should be reported to PENNY HIRE LLC immediately at legal@pennyhire.com. Clients are responsible for all activities conducted under their account unless previously notified and verified as unauthorized.

4.3 Account Maintenance: Clients agree to maintain accurate and up-to-date company information in their account and to inform PENNY HIRE LLC immediately of any changes, including changes in authorized users, payment methods, or company status.

5. Services and Rates

5.1 Customers agree to the following published service rates, which PENNY HIRE LLC may update with prior written notice:

A recruitment fee of $1,500 per Contractor, to be paid upon acceptance of the candidate for hire following the interview.

A monthly service fee per Contractor, which includes:

Contractor's Remuneration,

Services of the Contractor of Record,

Support for recruitment and retention,

Access to the platform and operational support.

Overtime charges in excess of the agreed 20 or 40 hours per week are billed to:

(Monthly rate ÷ 20 or 40) × 1.4 (40% surcharge).

Additional services, such as security software or onboarding tools, are available at an additional cost and will be detailed separately.

5.2 All fees are billed monthly and must be paid automatically via the authorized payment method on file. Payments not received within 30 days of the due date will result in suspension of service.

5.3 PENNY HIRE LLC reserves the right to increase the Service Fees annually by up to 10%, with 30 days' written notice. Other adjustments may be made upon written notice at PENNY HIRE LLC's discretion.

5.4 Interview Process. Clients may request interviews with Contractors listed on the Platform once their company profile is complete and approved. PENNY HIRE LLC will coordinate the scheduling and communication of interviews, subject to the Contractor's availability.

5.4.1. A Client may interview multiple Contractors at no additional cost. However, a recruitment fee of $1,500 will be charged per hire if the Client decides to proceed with a selected Contractor. PENNY HIRE LLC will place the selected candidate on hold and begin the hiring process once the Client confirms its intent to hire.

5.4.2. PENNY HIRE LLC reserves the right to limit the number of interview requests in the event of misuse, delays, or repeated cancellations. Recruitment fees are non-refundable once the recruitment process has begun, unless otherwise agreed in writing.

5.4.3. PENNY HIRE LLC may update the Interview Policies and Guidelines. Please review them. here.

6. Term and Cancellation

6.1 Each service contract has a minimum term of three (3) months, billed monthly. Customers agree to maintain the service for the full three months of the contract, regardless of early termination.

6.2 Clients may cancel at any time by written notice; however, they are financially obligated to complete payment for the full three-month period from the date of the Contractor's last contract or renewal.

6.3 At the end of each quarter, services are automatically renewed for a further three-month period, unless the Client provides written notice of cancellation at least 30 days prior to renewal.

7. Contracting and Contractor Guarantee

7.1 Contractors are hired for 20 or 40 hours per week, as determined at the time of hiring.

7.2 PENNY HIRE LLC offers a 90-day performance guarantee, beginning on the Contractor's first day of employment. If the Contractor voluntarily resigns or is terminated for performance-related reasons during the first 90 calendar days of service, PENNY HIRE LLC will make commercially reasonable efforts to identify and provide a qualified replacement at no additional cost to the Client.

7.3 This guarantee applies only once per Contractor's contract and is subject to the Client's fulfillment of all payment obligations and the application of reasonable onboarding practices. It does not apply if the Contractor is terminated due to changes in project scope, budget constraints, or other reasons unrelated to the Contractor's performance.

8. Restriction on Direct Contracting

8.1 Clients may not directly contract, employ or enter into any form of contractual relationship with any Contractor introduced through PENNY HIRE LLC, whether full-time, part-time, freelance or consulting, during their contract with PENNY HIRE LLC and for a period of 12 months after the end of their last contract, without the prior written consent of PENNY HIRE LLC.

8.2 If a Client wishes to hire a Contractor directly, he/she shall pay:

100% of the total projected service fees for a 12-month period, plus

8.3 This clause applies regardless of whether the Contractor's contract ends voluntarily or by termination, and is intended to protect PENNY HIRE LLC's investment in recruitment, regulatory compliance, and administrative support. Failure to comply with this clause will be considered a material breach and may result in legal action.

9. Intellectual Property

9.1 All deliverables, work products, inventions, and intellectual property created, developed, or delivered by Contractors during their collaboration with a Client shall become the sole and exclusive property of the Client upon payment of applicable fees, unless otherwise agreed in writing by the parties. The Client shall retain all right, title, and interest in and to such deliverables, including any copyright, patent, or trade secret. Contractors shall assign, and hereby agree to assign, any and all such rights to the Client.

9.2 PENNY HIRE LLC retains all proprietary rights in and to the Platform, including, but not limited to, its software code, algorithms, architecture, designs, documentation, trademarks, logos, brand elements, and any related or underlying intellectual property. Customers are granted a limited, non-exclusive, non-transferable, revocable license to access and use the Platform solely for internal business purposes, in accordance with these Terms. Customers may not reproduce, distribute, create derivative works, reverse engineer, or in any way exploit any of PENNY HIRE LLC's content, software, or materials without PENNY HIRE LLC's express written authorization.

10. Data and privacy

10.1 Customers authorize PENNY HIRE LLC to collect, process, and store personal and company data for account management, regulatory compliance, and service provision.

10.2 PENNY HIRE LLC may contact customers to inform them about updates, promotions, or policy changes. Customers may opt out of receiving marketing messages at any time.

10.3 PENNY HIRE LLC may contract with third-party providers to provide the service and will ensure that data handling complies with applicable laws in Puerto Rico, the U.S., and Latin America.

10.4 Company Registration and Verification Requirements. As part of PENNY HIRE's compliance, due diligence, and service provision process, Clients must provide accurate and verifiable business and legal information before accessing services and entering into contracts. This includes, but is not limited to, the following:

Primary Authorized User

Full Name of the Authorized Representative

Nationality

Position or Job

Legal and Tax Information

Country of Constitution

Company Name and Trade Name (if applicable)

Type of Business (e.g., Corporation, LLC, S-Corp, Partnership, etc.)

Employer Identification Number (EIN or local equivalent)

Proof of Validity or Merchant Registration (for companies based in Puerto Rico)

Contact and Address

Physical Address of the Organization

Mailing Address (if different)

Country, State, City, and Zip Code

In addition to other information necessary to validate the user's identity, PENNY HIRE LLC reserves the right to validate the submitted documentation and suspend or deny access to the Platform in the event of noncompliance, inaccuracies, or lack of adequate verification. All data collected is processed in accordance with this policy.

11. Limitation of Liability

11.1 PENNY HIRE LLC provides the Platform and its services strictly on an "as is" and "as available" basis, without warranties, express or implied, including, but not limited to, warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, or uninterrupted access.

11.2 To the maximum extent permitted by applicable law, PENNY HIRE LLC expressly disclaims any liability for the acts, omissions, performance, or misconduct of Contractors engaged through the Platform. PENNY HIRE LLC does not guarantee the accuracy, integrity, quality, or suitability of any Contractor, nor the success of any contract with the Client. The selection and supervision of Contractors is the Client's responsibility.

11.3 In no event shall PENNY HIRE LLC, its officers, directors, affiliates, employees, agents or subcontractors be liable to the Client or any third party for any indirect, incidental, special, punitive or consequential damages, including, without limitation, lost revenue, lost data, business interruption, lost profits, damage to reputation or other intangible losses, arising out of or related to the use of the Platform, reliance on Contractor's performance or the inability to use the services, even if PENNY HIRE LLC has been advised of the possibility of such damages.

11.4 PENNY HIRE LLC's total liability to the Client for any claim under these Terms or in connection with the use of the Platform shall not exceed the total fees paid by the Client to PENNY HIRE LLC in the three (3) months immediately preceding the event giving rise to the claim.

11.5 This limitation of liability shall apply regardless of the form of action, whether in contract, tort (including negligence), strict liability or otherwise, and shall survive termination or expiration of these Terms.

11.6 Furthermore, PENNY HIRE LLC shall not be deemed the employer of any Contractor or Client. PENNY HIRE LLC assumes no liability under labor laws, including, but not limited to, wage, hour, tax, or labor regulations applicable in any jurisdiction.

12. Legal notice and no legal or financial advice is offered

12.1 PENNY HIRE LLC does not provide legal, tax, accounting, or financial advice. This includes, but is not limited to, job classification, labor law compliance, or employment regulations. Clients and Contractors are responsible for obtaining appropriate legal advice regarding their employment obligations in their respective jurisdictions. The information and materials available through the Platform, including documentation, templates, communications, or guidance from PENNY HIRE LLC representatives, are for general informational purposes only and do not constitute professional advice.

12.2 You acknowledge and agree that PENNY HIRE LLC is not a law firm, accounting firm, or financial advisory firm, and that use of the Platform or interaction with PENNY HIRE LLC does not create any attorney-client, accountant-client, or fiduciary relationship. Any decisions based on the content or services provided by PENNY HIRE LLC are made at your own risk.

12.3 You are solely responsible for obtaining appropriate independent professional advice regarding your specific legal, financial, tax, or accounting situation. PENNY HIRE LLC disclaims all liability arising from your reliance on information or services provided through the Platform instead of consulting with qualified advisors.

12.4 This disclaimer applies to all communications with PENNY HIRE LLC, including those made through the Platform, email, customer service, or other means, and will survive the termination or expiration of these Terms.

13. Termination

13.1 Termination by PENNY HIRE LLC: PENNY HIRE LLC reserves the right to suspend, restrict or terminate a Client's access to the Platform or any contract with the Contractor at any time, with or without just cause, including, but not limited to:

Breach of these Terms;

Non-payment of outstanding installments within the established period;

Suspected fraud, abuse or illegal activity;

Conduct that PENNY HIRE LLC determines, in its sole discretion, may harm the reputation of PENNY HIRE LLC, other users, or the integrity of the Platform.

Termination may include deactivation of the Client's account, cancellation of access to the Contractor's data, and cessation of ongoing services.

13.2 Termination by Customer: Customers may cancel their account or terminate services by providing written notice to PENNY HIRE LLC at least 30 days prior to the end of their three-month commitment period. Early termination does not relieve the Customer of their obligation to pay fees for the full term of any active three-month contract.

13.3 Effects of termination:

Upon termination, all access to the Platform and associated services will be revoked.

All outstanding fees, including any conversion or early termination fees, will be due and payable immediately.

Termination does not relieve the Client of any obligations incurred prior to the termination date, including payment obligations, confidentiality, non-solicitation, and intellectual property provisions.

13.4 Survival: The following provisions will survive termination or expiration of these Terms: Sections 7 (Contractor Warranty), 8 (Direct Contracting Restriction), 9 (Intellectual Property), 10 (Data and Privacy), 11 (Limitation of Liability), 12 (Legal Notice), 13.3 (Effects of Termination), and 14 (Governing Law and Dispute Resolution).

These Terms are governed by the laws of the Commonwealth of Puerto Rico. Disputes will be resolved in the courts of Puerto Rico.

14. Independent Relationship and Absence of Employment

Nothing in these Terms shall be construed as creating an employment relationship between PENNY HIRE LLC and the Client, or between the Client and any Contractor. Contractors are hired by PENNY HIRE LLC as independent professionals and are not employees, agents, or legal representatives of PENNY HIRE LLC or the Client.

The Client acknowledges that PENNY HIRE LLC is a registered third-party contractor and is not responsible for employment obligations, such as payroll taxes, benefits, insurance, severance pay, or labor claims, under applicable labor laws. Each party is solely responsible for its own tax, legal, and regulatory obligations.

15. Amendments

15.1 Right to Modify: PENNY HIRE LLC reserves the right to modify, amend, or update these Terms at any time, in whole or in part, at its sole discretion. Modifications may reflect changes in legislation, business practices, service offerings, pricing structures, or other operational considerations.

15.2 Notification of Changes: PENNY HIRE LLC will notify Customers in writing of any material changes to the Terms by email, through the Platform, or by any other reasonable means. Unless otherwise specified in the notice, changes will become effective thirty (30) days after they are issued.

15.3 Customer Acknowledgement and Continued Use: Customer's continued access or use of the Platform after the effective date of any modifications to the Terms constitutes Customer's acknowledgment and acceptance of those changes. If Customer does not agree to the revised Terms, Customer must stop using the Platform and may request termination of its account in accordance with Section 13.

15.4 Order Forms and Supplemental Agreements: Modifications to the terms, prices, or deliverables of specific services described in a signed Order Form or supplemental agreement will only be valid if made in writing and signed by both parties. In the event of a conflict between these Terms and a signed Order Form, the terms of the Order Form will prevail for the purpose of that agreement.

16. Contact

For questions, please contact: legal@PennyHire.com