SUBCONTRACTOR  REFERRAL AGREEMENT

THIS SUBCONTRACTOR AGREEMENT is made and entered into this ______ day of  __________, 200__, by and between ________________________________, a Subcontracting company, herein after referred to as SUBCONTRACTOR, and LoanAssist.com, LLC, and it’s affiliate company MortgageProcessor.com, herein after referred to as MortgageProcessor.com.  The terms CLIENT, or CLIENT'S refers to mortgage brokers or banks that have entered into an agreement with MortgageProcessor.com,  for processing.  This agreement is governed under the laws of the state of Colorado.

WITNESSETH: 

                WHEREAS, MortgageProcessor.com is in the business of procuring mortgage loans for the purpose of providing a processing service to mortgage brokers and banks; and 

                WHEREAS SUBCONTRACTOR has substantial experience processing mortgage loans and is interested in subcontracting to MortgageProcessor.com in accordance with the terms set forth below.

                 NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which and hereby acknowledged, the parties hereto agree as follows:

1. Loan Processing. MortgageProcessor.com may, from time to time, refer CLIENTS it has procured for processing to SUBCONTRACTOR for loan processing.  For all such loans, which SUBCONTRACTOR accepts for loan processing, SUBCONTRACTOR agrees to promptly and diligently process such loans in compliance with all applicable laws and regulations. 
2. Referral Fee.  MortgageProcessor.com operates a referral business whereby mortgage brokers and banks may enter an agreement with MortgageProcessor.com to be referred to a competent SUBCONTRACTOR for the fulfillment of processing work.  MortgageProcessor.com requires that SUBCONTRACTOR close an average of 5 loans per month at $400 each in order to remain eligible for listing through MortgageProcessor.com’s referral service.  If SUBCONTRACTOR closes less than 5 loans per month they may pay a referral fee of $100 per file closed, but SUBCONTRACTORS performance will be reviewed for continued referrals.   MortgageProcessor.com charges a normal fee of $400 per month to refer CLIENTS to SUBCONTRACTORS  for processing.  Fee’s are due on the 15th of each month for any SUBCONTRACTOR that has been referred one or more CLIENTS.  SUBCONTRACTOR will not be charged if no clients have been referred to them, and may at it's option be charged $100 per closed file for the first 5 files closed.  After the first 5 loans have been closed, SUBCONTRACTOR  agrees to revert to the standard fee of $400 per month.  SUBCONTRACTOR's closing more than 20 loans per month agree to pay an additional $50 for each loan closed over 25 each month to MortgageProcessor.com.   MortgageProcessor.com will draft the checking account designated by SUBCONTRACTOR on bottom of this document on the 15th of each month to collect it's fee.
3. SUBCONTRACTORS Agreed Fee.   SUBCONTRACTOR agrees to charge a fee of $400 per closed and funded loan.  If a loan must be copied and physically submitted to more than one lender than SUBCONTRACTOR may charge $30 per lender after the first lender has been submitted to.  SUBCONTRACTOR may at it’s option charge a $200 cancellation fee for each loan that has been fully processed, but does not close.*  

* A FULLY PROCESSED loan is defined as a loan that all applicable verifications, title work, “comp’s”, and necessary income information have been collected, organized, and submitted to investors or banks by SUBCONTRACTOR resulting in a written approval from the lender meeting the brokers application guidelines. 

4. SUBCONTRACTOR Bonus.  For each mortgage broker, or bank, CLIENT that SUBCONTRACTOR refers to MortgageProcessor.com for processing SUBCONTRACTOR will receive a check, or credit, of $200 from MortgageProcessor.com after said company has closed their 5th loan through MortgageProcessor.com.  This includes mortgage brokers or banks that either SUBCONTRACTOR processes for, or any SUBCONTRACTOR in MortgageProcessor.com’s network for referred CLIENTS.  Referral checks are not to exceed $200 per month with multiple referrals being spread out each month until all bonus money is paid, or until SUBCONTRACTOR is no longer working with MortgageProcessor.com under the terms of the agreement.  SUBCONTRACTOR shall have “first right of refusal” to process for any broker or bank that they refer under the terms of this bonus program.  Each CLIENT company with a unique address qualifies including net branch companies with separately owned offices.
5. Tracking.  MortgageProcessor.com, will survey it’s CLIENTS on a regular basis as to the performance of SUBCONTRACTOR.  SUBCONTRACTOR shall provide MortgageProcessor.com with a record of files closed each month for tracking purposes and to provide a reference of performance with SUBCONTRACTORS web profile.
6. Confidentiality. SUBCONTRACTOR agrees to treat as confidential the identities of, and all financial information relating to any borrowers whose loans are being processed, or have been processed.  Furthermore, SUBCONTRACTOR agrees not to disclose any sensitive information to any competitor or other party including, but not limited to; the procedures, processes’, software, and methods of doing business used by MortgageProcessor.com or it’s subsidiary, MortgageProcessor.com.  In addition, the names of CLIENTS that MortgageProcessor.com currently have contracts to process for, or any companies that MortgageProcessor.com are in negotiation to process for, any financial information relating to MortgageProcessor.com or it’s CLIENTS, and any other information that may potentially damage MortgageProcessor.com competitive position in the marketplace of mortgage related services shall be treated as confidential and not conveyed to any other entity. 
7.  Termination of Agreement.  Either party may terminate this Agreement at will with three business days written notice.  If either party terminates this Agreement, SUBCONTRACTOR agrees to promptly deliver to MortgageProcessor.com’s CLIENTS all loan files currently being processed in exchange for a check from said CLIENT equal to the amount owed for loans closed and funded prior to the termination of this agreement.   MortgageProcessor.com shall refund the prorated amount of it’s fee, minus any bonus paid, after it has verified that SUBCONTRACTOR has returned all files to MortgageProcessor.com’s CLIENTS.  SUBCONTRACTOR acknowledges and understands that MortgageProcessor.com is in no way responsible for unpaid bills from it’s CLIENTS and that it is the sole responsibility of SUBCONTRACTOR to collect any unpaid debts from CLIENT.  If it is determined by MortgageProcessor.com that SUBCONTRACTORS were not paid for closed and funded loans by it’s CLIENTS, the CLIENTS may be banned from using our service.  SUBCONTRACTOR agrees not to process for any of MortgageProcessor.com’s CLIENTS for a period of two years from the termination of this agreement and agrees to pay all attorneys costs and damages if convicted in a court of law of doing so. 
8.  CLIENT Reassignment.  SUBCONTRACTOR may at it’s option request to terminate processing for a CLIENT of MortgageProcessor.com at any time.  Reassignments should be made in writing to both the CLIENT, and MortgageProcessor.com.  Reassignment can take two forms:  First, a total reassignment involves the complete return of all files currently in process to the CLIENT along with an invoice for payment of all files that have closed and funded, but have not yet been paid to SUBCONTRACTOR.  CLIENTS that do not pay their invoices are subject to review by MortgageProcessor.com and possible disqualification by our referral service.  Second, if the CLIENT is in agreement, SUBCONTRACTOR may at it’s option continue working on all current files in an attempt to close them out, but have all new files routed to another SUBCONTRACTOR by referral of MortgageProcessor.com.  Should a CLIENT request reassignment, SUBCONTRACTOR agrees to follow option one as outlined in this section.  It is MortgageProcessor.com’s wish that each SUBCONTRACTOR feels free to request reassignment from any CLIENT, however reassignments will be tracked and frequent reassignment may affect MortgageProcessor.com’s stance on referring SUBCONTRACTOR CLIENTS in the future.
9.  No exclusivity.  MortgageProcessor.com does not guarantee exclusive territories, or CLIENT assignment.  SUBCONTRACTOR by it’s own performance will assist MortgageProcessor.com with it’s choice of referral of CLIENTS.  With the one exception that SUBCONTRACTOR shall have “first right of refusal” to work with any CLIENT for which it refers to MortgageProcessor.com through it’s bonus program.
10.  Expected Performance.  MortgageProcessor.com provides a professional service and in such capacity it’s expected that SUBCONTRACTOR will also provide a professional image.  A professional image while working at home is essential to maintaining the confidence of MortgageProcessor.com’s CLIENTS.  Therefore SUBCONTRACTOR is required to provide a noise and child free area from which to work, a separate business number with voice mail, and a separate fax number.  In addition, SUBCONTRACTOR is expected to act in a kind and courteous fashion when dealing with CLIENTS of MortgageProcessor.com.  SUBCONTRACTORS exact responsibilities are outlined on MortgageProcessor.com’s web page located at http://www.mortgageprocessor.com/process/pricing.htm
11. Independent Contractor. SUBCONTRACTOR acknowledges and agrees that it is an independent contractor.  SUBCONTRACTOR, and its employees if any, are not employees of MortgageProcessor.com.  SUBCONTRACTOR shall be responsible for it’s own tax withholding and works from a separate office or home not owned by LOANASSIST.
12. Additional Expenses Incurred.  MortgageProcessor.com will make available a number of services at reduced rates such as overnight delivery services, long distance, and other services for optional use by SUBCONTRACTOR.  SUBCONTRACTOR is not required to use any of these services and may feel free to use any service it feels is of a financial benefit to it’s own company.  SUBCONTRACTOR is not approved to use MortgageProcessor.com’s business accounts to send files, obtain credit, or for any other reason than that specifically approved by MortgageProcessor.com in writing. 
13. 3.  Comfort Level.  MortgageProcessor.com does not discriminate based on race, creed, religious or sexual orientation.  SUBCONTRACTORS are urged to contact MortgageProcessor.com in writing should they feel uncomfortable with any behavior of MortgageProcessor.com’s CLIENTS.  It is MortgageProcessor.com’s wish that SUBCONTRACTOR be able to work with CLIENTS in a professional and non-threatening manor.  If any CLIENT is acting in an unprofessional manor including yelling, threats, or verbal abuse, that CLIENT will be reviewed and subject to immediate removal from our referral company.  SUBCONTRACTORS under the terms of this agreement are only required to make casual contact with borrowers regarding non-sales related issues, are not required to lock rates with lenders, and are discouraged from working with Realtors unless the Realtor is also the CLIENT.  Each of these stipulations will be outlined with each CLIENT prior to a referral to SUBCONTRACTOR. 

IN WITNESS WHEREOF, the parties have entered into this Agreement as of the date written hereinabove.


By:_________________________

Title:_______________________

Company Name _________________
(if applicable)

Date____________________

Phone #______________________

Fax #________________________

Social Sec. # __________________

E-mail_____________________________

Address____________________________

                 ________________________________

By:__Loren Parker_______________
MortgageProcessor.com, a division of LoanAssist.com, LLC

LoanAssist.com, LLC/ MortgageProcessor.com

5035 S. Youngfield Ct.

Morrison, CO 80465

________________________________
Signed                                                    Date

Please print this contract and fax it to us on "high or fine" resolution at (303) 904-3246.  Please then mail or overnight the originals to our office address listed above.  Please note that the hard copy of this document is needed prior to our being able to refer any business to you.  Should you have any questions, please contact us for clarification.

Attach a copy of a check here from the account you want drafted.  We will not draft your account without notifying you that we will be doing so the first 2 times.  After that, we will automatically draft your checking account on the 15th of each month while you are working with clients of MortgageProcessor.com.  Please make your check payable to our parent company - LoanAssist.com, LLC.