Posted by JanetK_CA on 10/17/10 11:18pm
Msg #357123

Follow-up re: Accountable Agents

I did my first signing for them not too long ago and also had a very positive experience, like others who commented in a recent thread. However, after the fact, there was one sentence in their Agreement that I had a challenge with, so I lined through and initialed it before sending it back. I also included a letter with an explanation and suggested alternative language that I hoped would meet the intent of their agreement without having to agree to language that I felt was impossible to comply with, as worded. I haven't heard back from them since, even though there were lines for them to countersign (which I rarely see).

I'd be interested to know how some of you handled it - or do you sign those without concern about content? The language in question is the second sentence in item 4 (Terms of Agreement). It says: 'the Independent Contractor agrees not to attempt to provide services to any of the clients of Accountable Agents for a period of one (1) year from the date this Agreement is acknowledged without providing compensation to Accountable Agents." I assume they rightfully don't want us to us to use, for marketing purposes, any information obtained from any of the activities involved with executing a signing. I don't have a problem with that. Never have done that and never will.

However, it seems to me that in order to comply with the precise wording of the Agreement, I'd have to either not market to any company that could be a potential client of theirs OR keep track of who their clients are so that I don't accidentally market to one of them. I don't see either one of those options as being practical. I explained to them that I have easily worked for more than 400 different companies over the years, so I have trouble keeping track of my own clients, let alone the clients of hundreds of other companies! [I didn't say it exactly that way... and yeah, I know lots of those companies are gone, but that's not the point...]

I know several of you have stated in the past that you just don't sign agreements from signing services. There are quite a few I don't bother with, either. However, with a company rated as highly as this one seems to be, I felt it was worth a try - and I'd love to work with them again. (With all the competition in my area, though, it might have been a waste of time, unfortunately.)

All opinions welcomed. Thanks!

Reply by Roger_OH on 10/17/10 11:40pm
Msg #357125

I wouldn't directly market a TC that I worked for thru an SS - BUT, if that TC later chose to contact ME on their own, then that's their choice, and the working relationship is only between us.

In that case, I have no obligation to the SS; it's none of their business who the TC chooses to contact for their work assignments.

Reply by JanetK_CA on 10/18/10 12:02am
Msg #357128

But how would you know? Do you keep track of which title companies you work with for each ss you work for? I don't track that info and my memory isn't that good... If it's a ss that you work for regularly enough that you know who their key client is, that's no problem.

I've had situations where I was approached by both a ss who was a good company AND someone from the tc for the same signing. In that situation, I've let the tc know that I didn't want to cut the ss out of the picture. But if I'm doing some blanket marketing in an area, for example, I *might* remember that at some point in the past I've worked indirectly for a certain company, but I'm not likely to remember who it was for - or if they're even still in business.

Reply by ReneeK_MI on 10/18/10 7:00am
Msg #357133

Non-compete clauses ...

Janet, you raise excellent points to the obvious problems with non-compete clauses. CA expressly invalidates & voids non-compete & non-solicitation clauses (Business & Professions Code: 16600) although most other states do not. Still, this doesn't prevent anyone from sueing anyone for anything, regardless.

Like you, I've been doing this a while and my own list of past/present clients undoubtedly includes multiple mutual clients of any SS I might work for. Also, like you, I tend to question everything not nailed down, and am not in the habit of staking much on hearsay or assumption. I.E. While it might seem extremely unlikely that one of these commonly used non-compete clauses would ever actually result in my being engaged in a lawsuit - that's not good enough for me, and I don't want to even invite the question into my life.

I have striken non-compete clauses & reworded them to say I will not directly solicit a known-to-me & currant client that is NOT a mutual client of my own. I don't have their client list - and they don't have mine.

When I first began as an independant, I did a lot of things differently than I do now; one of them being I used to sign contracts and now, I seldom do. Still, I was careful then to strike the clauses because I came into this field having prior working relationships with many hundreds of POTENTIAL direct clients that I wasn't about to impede my using, just to gain a SS. Although I don't recall ANY SS ever taking issue with the clause being stricken.

Reply by Moneyman/TX on 10/18/10 8:00am
Msg #357136

Thank you :-)

Renee,
"I have striken non-compete clauses & reworded them to say I will not directly solicit a known-to-me & currant client that is NOT a mutual client of my own."

Great advice and Thank You for including your wording. Sometimes it is hard to come up with great replacement phrases that are succinct for some of these issues regarding the agreements that some of the SS want us to sign.

Reply by C. Rivera Chicago Notary Services on 10/18/10 1:05pm
Msg #357166

Non-compete clauses ...I just cross the whole sentence out.

Its virtually impossible as I have no way of knowing if any of my own clients might be there's, and visa versa. So I completely line through, initial and sign. I also line through any other parts of the contract that I don't agree with either.

If the company has issues with me doing this, then they call, we talk, work something out. Then they usually send either an addendum to the contract or something in writing via email.

Also, has anyone ever received a signed contractor agreement? I've yet to. But I usually blow off the indep contract if they don't ask for it, and usually just send in my w-9.

Reply by Virginia/PA on 10/18/10 1:37pm
Msg #357168

Re: Non-compete clauses ...I just cross the whole sentence out.

I always cross out and initial non-compete clauses. They don't have to hire me if they don't want to.

Sometimes I replace such a paragraph with my own indicating that I am a member of several notary finder services and company listing services and as such a member have access to hundreds if not thousands of contact companies which may or may not be one of their clients and that I would have no way of knowing if they were. Also, by virtue of my membership to places such as Notary Rotary and similar sites, I have authority to contact and solicit any company that may be publically listed on such sites. There would be no way for me to know if they have any particular title company as their client and visa versa.

Noone has ever bounced back an amended agreement, nor have they ever sent me a signed copy of any agreement - even if it has not been amended.

Reply by Moneyman/TX on 10/18/10 8:12am
Msg #357137

That has always been one of my major concerns about the agreements that I see. The wording of the non-compete clauses is so broad that, in some cases, a local person may have seen an advertisement that placed but because I was the SA for them last year I would have to refer them to the SS and have them pay SS while I wait for the SS to pay me for a general notary job.

I have seen some newer agreements that include wording to the effect of 'no changes or additions are allowed' . Not quite sure if it would be a waste of time to even re-word them. So far, I haven't bothered to submit those. I mean, who wants to spend the time to fill those out only to have the company mark your file as "Do Not Call"?

Reply by James Dawson on 10/18/10 9:41am
Msg #357150

Are non-compete clauses limited to

independent contractors? Do SS sign these with TC?

Reply by janCA on 10/18/10 10:08am
Msg #357154

Re: Are non-compete clauses limited to

I also did a signing for AA's on the 2nd of October and found them pleasant and easy to work with. They had a good rating on SC and their contract was simplistic and basically a boilerplate of what many SS's want you to sign, although as Renee stated, these non-compete clauses really could not hold up in court in California, plus my son-in-law is a corporate attorney; I would have good representation if need be. I would not knowingly directly solicit one of their clients, and in fact, the signing I did for them was for a client I had signed up with 3 months prior. I don't keep track of SS clients and how would they know who we accept work from. Has anyone heard of a notary and/or SA being sued for accepting work from an SS client? I think it would just be too costly to take it that far and really not worth it for the SS. I also think that they send out these contracts to make them look more official and possibly put some fear into the SA. JMHO.

Reply by JanetK_CA on 10/18/10 2:51pm
Msg #357182

Re: Are non-compete clauses limited to

You bring up lots of good points, Jan. It reminded me that one of the things I mentioned in my letter to them was that I may have already worked for some of their clients. Unfortunately, I don't have an attorney son-in-law... (Cousins, yes.) But people do talk and you never know what might come up in conversations about who they work with, etc.

I think Renee makes lots of really good points, too, and I tend to agree with her. I knew that these laws don't really hold any water in California. Regardless, I just don't feel comfortable signing something with those kinds of statements. Guess I'll continue to line them out.

Here's the replacement verbiage I offered, FWIW, mostly based on their language: "The IC agrees to not use any information obtained from Accountable Agents in the process of completing assignments for Accountable Agents to attempt to provide services directly to the clients of...." [the rest was their exact wording].

BTW, hopefully it's clear that this company's agreement is only being used as an example in this situation because of their stellar reputation. Nothing negative is intended about them as a signing service.

Reply by Accountable Agents, LLC on 10/18/10 6:24pm
Msg #357213

Hello All!! Thank you for your constructive criticism. I mean that. I will be taking it into consideration and will be modifiying that part of our ICA so that it is more "user friendly." Most people are smart enough to know that "you don't bite off the hand that feeds you." The clause is there simply to state that we would appreciate it if you didnt direclty market to our clients based off the information you recieved from one of our signings. It's a dog-eat-dog world in this industry and people are going to do what they do. We honestly strive to be the best and be as fair as we possibly can. We only expect the same in return.
Incidentally, the ICA that we send out with the sign-up packet is already signed by myself and the co-owner Ray.
I welcome any comments and/or concerns. Thanks again all! - Anthony, owner of Accountable Agents

Reply by MasterCloser on 10/19/10 5:44am
Msg #357249

It would be unethical to directly market their clients!

Reply by MasterCloser on 10/19/10 5:43am
Msg #357248

They have always been A-1 with me. The one negative is that 1/2 of their loans don't go at the last minute so waiting around for doc's that never come is annoying. It is not AA's fault at all.
I recently had a "loan officer" for one of their brokers ask me to take the doc's to a closing with an amount due on the HUD. The loan officer wanted ME, THE NOTARY to tell then about the amount due. I asked the "loan officer" why he did not tell the borrower and he told me he has 6 loans closing that day and he did not have the "time" to inform the borrower! WHAT? I don't want to be Darth Vader! Anthony and Ray are A-1! and they pay FAST!