New Vendor Registration

23rd Group Compliance and Invoicing Requirements

The 23rd Group (Purchaser) prides itself on building strong lasting business relationships with their service partners (Contractor).  We look forward to having you join the outstanding team of service partners we work with.  Please review the requirements below and if you have any questions or concerns feel free to contact our Vendor Relations Team at (704) 909-4423 select option 3 or email vendorrelations@23rdgroup.com..  They are always happy to assist in any way they can.

Vendor Compliance – The following must be on file with 23rd Group, LLC:

• Completed W9 tax form and Signed Registration
• Current certificate of insurance for Worker’s Compensation, Automobile General Liability and Umbrella Insurance.  See the Insurance section for the details regarding Insurance requirements

Invoicing Rules and Requirements

• All charges should be billed on (1) one invoice with the appropriate backup no later than (7) days after the work order has been completed
• Purchaser must receive the Contractor’s invoice and appropriate backup with ample time to meet the client’s billing deadlines.  Invoices submitted after 7 days from completion, Contractor agrees that Purchaser has the right to withhold or deduct back payment if Purchaser is unable to obtain payment from the client due to missing billing deadlines.
• All Walmart Service Invoices and required backup must be submitted in 48 HOURS of completion to meet the Clients billing deadline.  Failure to do so will impact payment.
• All Invoices must reference the WO#, include a description of services along with an itemized breakdown of labor hours to be billed in (15) minute increments, rates, material costs and material description.  In states where Sales Tax is applicable it must be shown separately
• Purchaser issues resale certificates for the following states NC, NY, CA, PA, FL, and TX.  If Contractor needs a copy, please contact Vendor Relations at (704) 909-4423 select option 3
• Unless approved in writing in advance the following are not chargeable items and will be deducted from Contractor’s invoice: fuel, tolls, parking, administrative time, finance charges or any other miscellaneous fees outside of a “time & material” rate
• The “Total Cost” for all trips including Sales Tax cannot exceed the NTE amount on the WO’s
• The NTE is an estimate of the maximum cost for the Job.  All charges invoiced must be justified and approved or they may be denied.  For example: The hours billed are not permitted to exceed the IVR hours, if there is no IVR system then the hours billed are not to exceed the signoff hours
• All trips to the location must comply with the IVR Check In/Out Procedures outlined on the WO’s.  Failure to comply with IVR can result in penalties or non-payment of invoices
• Each trip requires a Signoff form even if there is IVR.  The form must be signed and stamped by the store.  If there is no Stamp available indicate "No Store Stamp Available" on the Signoff
• When required, submit the following: PM Checklist, Backflow Test, Before/After Photos
• Purchaser will not pay for estimates.  If Contractor requires charges for estimates Contractor must notify the Purchaser Account Manager in writing before proceeding
• Submit Invoices via email to VendorInvoices@23rdgroup.com.
• Purchaser’s payment terms are net 45 days from date invoice is received provided service has been completed, all appropriate invoicing documentation has been submitted and Contractor is Fully Compliant Having Submitted the Appropriate Insurance, W-9 and Signed Registration Form

Service Performance Requirements:

23rd Group would like you to take a moment and review the following operating procedures to avoid any confusion or misconception regarding the proper procedures and expectations for performing a service.

Performance and Procedure Provision:

• Contractor shall adhere to all instructions contained within service requests and perform the services as described on the work orders received from the Purchaser
• Contractor is not to perform any work above and beyond the scope of the work order without prior approval from the Purchaser.  No additional charges will be paid without approval
• Contractor is not to discuss any pricing or leave paperwork with store personnel
• All related service forms must be fully completed by Contractor for all services, Signoffs, Materials Used, PM Checklist, Client Specific Forms, and obtain a Store Stamp, Manager on duty signature and Manager on duty printed name for all trips
• Where applicable Contractor must take before and after photos and submitt to Purchaser
• Contractor must communicate with Purchaser during all phases of services, which includes, but not limited to, on-site time, completion, not-to-exceed (NTE) adjustments and rescheduling of services
• When an NTE increase is required the Contractor will contact the Purchaser prior to performing the additional work.  The Contractor will not proceed until approval is obtained from the Purchaser.
• Contractor should be prepared to provide itemized details when requesting a NTE increase.  When actuals are not available estimates are acceptable but should be noted as such and reduced down to actual cost, once obtained
• Contractor’s quotes must be submitted within 24 hours be detailed and itemized in the same manner as described in the invoicing section
• When services are ordered by Purchaser, only one chargeable technician shall be dispatched unless prior written approval is provided to Contractor

 Please acknowledge your agreement to the policies and requirements outlined above. 

Service Agreement

In consideration of the mutual convenience of this Agreement, Contractor shall perform the services as outlined in work orders dispatched by 23rd Group.

Non-Assignments and Non-Subcontracting 

Contractor may not subcontract, assign or otherwise delegate Contractor’s obligations under this Agreement without the prior written consent of Purchaser. 

Independent Contractor Relationship

Contractor and its employees shall perform services for Purchaser as an independent contractor, not as an employee of Purchaser. Contractor’s relationship with Purchaser is that of an independent contractor, and nothing in this Agreement is intended to, or shall be construed to, create a partnership, agency, joint venture, employment or similar relationship. 

Compliance with Laws

Contractor guarantees and warrants that all work performed will meet industry standards for workmanship and comply with all federal, state and local laws in performing its services on behalf of Purchaser. Contractor shall obtain any necessary permits and licenses for providing services to Purchaser.  Upon completion of service, Contractor warrants all Contractor supplied materials and workmanship for a period of 12 months.

Non-Solicitation

Contractor and its employees will not directly or indirectly solicit business directly from any of Purchaser’s clients.

Hold Harmless 

To the fullest extent permitted by law, Contractor will indemnify, defend and hold harmless Purchaser, its clients, owners, and each of their respective officers, directors, partners, representatives, agents, affiliates, members and employees from and against any and all claims, suits, liens, judgments, damages, losses and expenses, including legal fees and all court costs and liability (including statutory liability) arising in whole or in part and in any manner from injury and/or death of person or damage or loss of any property resulting from acts, omissions, breach or default of Contractor, its officers, directors, agents, related proceed order, except those claims, suits, liens, judgments, damages, losses and expenses caused by the negligence of Purchaser.  Contractor will defend and bear all costs of defending any actions or proceedings brought against Purchaser, its clients, owners and each of their respective officers, directors, agents, affiliates, members and employees arising in whole or in part of any such acts, omission, breach or default. The foregoing indemnity shall include injury or death of any employee of Contractor and shall not be limited in any way by an amount or type of damage, compensation, or benefits payable under any applicable Workers’ Compensation, Disability benefits or other similar employees benefit act. 
The Contractor hereby expressly permits Purchaser to pursue and assert claims against Contractor for indemnity, contribution and common law negligence arising out of claims for damage to personal property, death and/or personal injury, which have been caused by Contractor.

Insurance Coverage

Prior to the commencement of any work under this Agreement, and until completion and final acceptance of the work, and for a period of not less than one (1) year after service completion, the Contractor shall at its sole expense, maintain the following insurance, naming Purchaser as additionally insured, on its own behalf and furnish to Purchaser, Certificates of Insurance evidencing same and reflecting the effective date of such coverage as follows:

• Workers Compensation insurance with statutory limits in the state(s) where work is to be performed or a valid Workers Compensation Exemption if permitted by state law and there are no employees other than the owner.  A waiver of subrogation will be issued in favor of the Purchaser.
• If you are NOT required by law to carry WCI, we will ONLY accept a State Exemption Form if there are no employees other than the owner and the exemption must be issued by your state confirming your company's exemption status. 
• Please Note: if you misrepresent that your company has WCI or cannot issue a State Exemption Form you will be subject to a Penalty up to 15% to add you onto our policy for the work which was completed.
• Commercial Auto liability of no less than 1,000,000 combined single limit.  If there are no owned business autos, Hired/Non-Owned Auto liability is acceptable.
• General Liability Insurance with limits of no less than 1,000,000 per occurrence and 2,000,000 Aggregate including Products & Completed Operations.  Purchaser will be named as an additional insured and a waiver of subrogation in favor of the Purchaser will apply (blanket endorsements are acceptable)
• Coverage must include the following perils:
• Broad Form Contractual Liability for liability assumed under this Agreement and all other Agreements relative to this Agreement.
• Contractor must not have an exclusion for Employee Bodily Injury (aka No “Third Party Over” or “Action Over” exclusions).
• Commercial Umbrella or Excess Liability with limits of at least One Million Dollars ($1,000,000) per occurrence, on no less than follows Form basis.
• Rented/Borrowed Equipment.  Contractor will indemnify Purchaser and hold them harmless for any damage caused to or by property (including tools, machinery, and equipment) that is rented or borrowed from the Purchaser or from any other party on behalf of or at the direction of the Purchaser.  Contractor agrees to provide a certificate of insurance evidencing such coverage and listing any party with an insurable interest in the property as an additional insured and loss payee with limits not less than the value of property in the contractor's care, custody, control or $25,000, whichever is greater.

A copy of policy and/or endorsements and any other documents required to verify such insurance are to be submitted with the appropriate certificates to Purchaser.  Failure to provide these documents is not to be construed as a waiver of the requirements to provide such insurance.

Governing Law & Forum Selection

This Agreement shall be governed in all respects by the laws of the State of North Carolina. Each of the parties irrevocably consents to the exclusive personal jurisdiction of the federal and state courts located in North Carolina, as applicable, for any manner arising out of this Agreement.

Entire Agreement

This Agreement constitutes the entire agreement between the parties relating to this subject matter and supersedes all prior or contemporaneous agreements concerning such subject matter, written or oral.

 IN WITNESS WHEREOF, the parties have duly executed this Agreement as of the day and year first written.