CUSTOMER NON-SOLICITATION, NON-CIRCUMVENTION & CUSTOMER PROTECTION AGREEMENT
As a condition of becoming and remaining an approved vendor, subcontractor, or trade partner, you agree to protect the customer relationships, business opportunities, confidential information, and work opportunities provided to you through our companies.
For purposes of this acknowledgment, “Company” means the applicable company that assigns, refers, coordinates, manages, or contracts the work, including:
R3 Electrical LLC
R3 Contracting LLC
Blueprint Turnkey Services LLC
PS Development
Blueprint Holdings LLC
SNZ Renos LLC
Splash Properties LLC
Any other specifically identified affiliated company that directly assigns or contracts work to the vendor
1. NO BYPASSING THE COMPANY
You may not intentionally bypass or circumvent the Company to obtain work directly from a customer, property owner, property manager, tenant, investor, general contractor, or other business relationship introduced to you through the Company in connection with an assigned job or business opportunity.
2. COMPANY-GENERATED WORK
Work orders, service requests, project opportunities, customer introductions, leads, referrals, property contacts, and other opportunities provided through the Company are considered Company-generated opportunities.
You agree not to intentionally divert a Company-generated opportunity away from the Company for your own direct benefit.
3. DIRECT CUSTOMER REQUESTS
If a customer introduced through the Company asks you to perform additional or separate work directly, you agree to notify the Company before accepting or performing that work when it relates to a Company-generated relationship, active work order, project, or opportunity.
You may not intentionally use a Company assignment as a means to bypass the Company and establish a direct arrangement for the same or related work without written authorization.
4. NO DIRECT PAYMENT
You may not request, collect, or accept payment directly from a Company customer for Company-assigned work unless specifically authorized in writing.
All invoices for Company-assigned work must be submitted through the Company's required invoicing process.
5. CUSTOMER INFORMATION
Customer and property information provided through the Company may include:
Customer Names
Tenant Information
Phone Numbers
Email Addresses
Property Addresses
Property Manager Information
Owner Information
Access Codes
Lockbox Information
Pricing Information
Work Orders
Project Information
Service History
Estimates
Internal Notes
Vendor Information
Business Contacts
You agree to use this information only for authorized Company work and legitimate purposes related to your assignment.
You may not use confidential information obtained through the Company to independently market to, solicit, divert, or improperly contact Company customers.
6. PRE-EXISTING RELATIONSHIPS
Nothing in this agreement is intended to prevent you from continuing a legitimate customer or business relationship that you can demonstrate existed independently before the Company introduced or assigned that customer to you.
This provision is intended to protect Company-generated relationships and confidential information, not independently developed business.
7. GENERAL ADVERTISING
Nothing in this agreement prohibits general advertising, marketing, or solicitation directed to the public at large that is not specifically targeted using confidential Company information or Company-generated customer information.
8. CUSTOMER CONTACT AFTER JOB COMPLETION
Customer contact after completion of a Company-assigned job should be limited to legitimate activities related to the assigned work unless otherwise authorized.
Examples may include:
Warranty Work
Correction of Work
Scheduling
Inspection Coordination
Documentation
Follow-Up Requested by the Company
Vendor may not use follow-up access to intentionally divert additional Company-generated work.
9. COMPANY EMPLOYEES AND TRADE PARTNERS
You may not intentionally use confidential information obtained through your Company relationship to interfere with active Company work assignments, recruit individuals away from an active assigned project, or disrupt the Company's performance of an existing contract.
This provision is not intended to prohibit lawful hiring, general recruiting, or other activity protected by applicable law.
10. CONFIDENTIALITY
You agree not to disclose or misuse confidential information concerning:
Customers
Pricing
Markups
Profit Margins
Vendor Rates
Internal Processes
Work-Order Systems
Property Access Information
Customer Lists
Lead Sources
Business Strategies
Internal Company Information
Confidential information may only be used as necessary to perform authorized work.
11. CUSTOMER OWNERSHIP
You understand that receiving access to a customer, property, project, or work order does not automatically give you ownership of that customer relationship.
The Company may continue to manage communications, future work, pricing, invoicing, warranty issues, and other services for Company-generated customers.
12. APPLICABLE LAW
This agreement is intended to operate only to the maximum extent permitted by applicable law.
Nothing in this agreement is intended to prohibit lawful competition, lawful employment, independently developed customer relationships, general advertising, or any activity that cannot legally be restricted.
If any restriction is determined to be unenforceable, the remaining lawful provisions are intended to remain in effect to the extent permitted by law.