Independent Contractor Agreement Template

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INDEPENDENT CONTRACTOR AGREEMENT
THIS AGREEMENT (the "Agreement"), is made effective the _____ day of
_______________, 20___ by and between
, ("Company") and
_____________________, ("Contractor").
In consideration for the services provided by Contractor to Company as set forth
below and the other promises and covenants herein made, Company and Contractor agree as
follows:
Duties of Contractor. The Contractor shall prepare accurate work and perform
general services all in accordance with the company’s policies and procedures. These include but or
not to the following items:
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
Contractor also acknowledges that it’s outside the scope of their agreement and is against the rules
of engagement to offer any service in the Company’s name or in the Company’s offices other than
the performances of the duties listed above or such related duties as shall be assigned to them by the
Company. Without limiting the generality of the last sentence, such a prohibited business activity
would include selling or attempting to sell any product or service which is not offered by Company..
Term. Unless sooner terminated as provided herein, Contractor's employment
hereunder shall be for a term of one (1) month commencing on the effective date set out above, with
such term to automatically renew for successive one (1) month term.
Compensation. In consideration of the services to be provided by Contractor during
the term of this Agreement, Company shall compensate Contractor as follows:
(a)
Rate. During the term of this Agreement, Company shall pay to Contractor
$______ per hour, payable weekly.
(b)
Reimbursement of Expenses. Contractor shall be entitled to reimbursement,
in accordance with Company’s established procedures, for all reasonable business expenses incurred
1
Not intended to be a substitute for legal or tax advise. Use at your own risk.
© Carroll & Company, CPA’s.
www.carrollcpa.com/mk
INDEPENDENT CONTRACTOR AGREEMENT
THIS AGREEMENT (the "Agreement"), is made effective the _____ day of
_______________, 20___ by and between
, ("Company") and
_____________________, ("Contractor").
In consideration for the services provided by Contractor to Company as set forth
below and the other promises and covenants herein made, Company and Contractor agree as
follows:
Duties of Contractor. The Contractor shall prepare accurate work and perform
general services all in accordance with the company’s policies and procedures. These include but or
not to the following items:
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
Contractor also acknowledges that it’s outside the scope of their agreement and is against the rules
of engagement to offer any service in the Company’s name or in the Company’s offices other than
the performances of the duties listed above or such related duties as shall be assigned to them by the
Company. Without limiting the generality of the last sentence, such a prohibited business activity
would include selling or attempting to sell any product or service which is not offered by Company..
Term. Unless sooner terminated as provided herein, Contractor's employment
hereunder shall be for a term of one (1) month commencing on the effective date set out above, with
such term to automatically renew for successive one (1) month term.
Compensation. In consideration of the services to be provided by Contractor during
the term of this Agreement, Company shall compensate Contractor as follows:
(a)
Rate. During the term of this Agreement, Company shall pay to Contractor
$______ per hour, payable weekly.
(b)
Reimbursement of Expenses. Contractor shall be entitled to reimbursement,
in accordance with Company’s established procedures, for all reasonable business expenses incurred
1
Not intended to be a substitute for legal or tax advise. Use at your own risk.
© Carroll & Company, CPA’s.
www.carrollcpa.com/mk
in the performance of their duties for Company, subject to the approval of such expenses by
Company.
(c)
Federal Income Taxes. Company agrees to provide the Contractor with a
st
1099 form by the 31
of January each year with regards to all monies paid to
the Contractor in association with this Agreement.
Nondisclosure and Confidentiality. Company and Contractor acknowledge and
confirm that Contractor may [by virtue of Contractor’s relationship with Company as contemplated
hereby] obtain access to sensitive, confidential, restricted and proprietary information of Company
and Company’s clients, including, without limitation, financial records and client’s records and files.
Contractor agrees that any such confidential information of which Contractor acquires knowledge in
the course of Contractor’s performance of their services hereunder shall be used solely in connection
with such services and shall not be used in any other manner whatsoever. Contractor agrees that
they will not, without the prior written consent of Company, disclose, divulge or publish to others
any such confidential information of which they have acquired knowledge in the course of their
services hereunder.
Contractor further acknowledges and confirms that such confidential
information is the exclusive property of Company, and under no circumstances whatsoever shall
Contractor have the right to any of such information subsequent to the termination of this
Agreement. Upon the request of Company, Contractor shall deliver to Company any and all such
confidential information, including all copies of such information prepared or produced in
connection therewith, pertaining to Company’s business or Contractor’s services for Company,
whether made or compiled by Contractor or furnished to Contractor in connection with such services
to Company.
Covenant not to Compete. Contractor acknowledges and agrees that their services
as a Contractor of Company will be of a special, unique, extraordinary and intellectual character and
that their position with Company will place them in a position of confidence and trust with respect to
the business operations, clients and employees of Company. Accordingly, the Contractor for a
period of twenty four (24) months from the date of termination of this Agreement (for any reason)
will not:
(i)
attempt in any manner to solicit, entice, persuade or induce any employee of
Company to terminate his or her employment with Company or to become employed by any person,
firm or corporation other than Company, or approach any such employee for any of the foregoing
purposes or authorize and assist in the taking of any such action by any third party; or
(ii)
attempt in any manner to solicit, entice, persuade or induce any clients of
Company to terminate his or her use of Company, or to solicit, entice, persuade or induce such
clients to seek professional service from Contractor.
The parties agree that any breach of this covenant by Contractor will result in
2
Not intended to be a substitute for legal or tax advise. Use at your own risk.
© Carroll & Company, CPA’s.
www.carrollcpa.com/mk
irreparable injury to Company and, therefore, in addition to all other remedies provided by law or in
equity, Contractor agrees and consents that Company shall be entitled to both preliminary and
permanent injunctive relief to prevent a breach or contemplated breach by Contractor of any of the
covenants contained herein.
Surrender of Books and Records. All records and personal records, client lists,
and all other professional, or financial information regarding Company’s business shall at all times
be the property of Company; and during the term of this Agreement, and thereafter, Contractor shall
have no proprietary rights therein; and upon termination of employment hereunder, irrespective of
the time, manner or cause of said termination, Contractor will surrender to Company all such
records, and all other professional, or financial information regarding Company’s business.
Injunctive Relief.
Contractor recognizes that the restrictions and covenants
contained in this Agreement are reasonable and necessary for the protection of Company's legitimate
business interests, goodwill and Confidential Information. Contractor acknowledges that any breach
or violation of the restrictions and covenants contained in this Agreement will cause substantial
damages and irreparable harm to Company for which there is no adequate remedy at law. Thus, in
addition to any other remedies, Company will be entitled to temporary and/or permanent injunctive
relief to enforce the provisions of this Agreement without the necessity of providing actual damages
or posting bond or other security.
Severability. If any provision of this Agreement is held to be illegal, invalid or
unenforceable, such provision shall be fully severable, and this Agreement shall be construed and
enforced as if such illegal, invalid or unenforceable provision had never been a part of this
Agreement, and the remaining provisions of this Agreement shall remain in full force and effect and
shall not be affected by the illegal, invalid or unenforceable provision or by its severance from this
Agreement. Furthermore, any provision of this Agreement regarding limitations of time, geographic
area, scope of activity or any other restriction will be deemed amended and modified by the extent
necessary to render such provision legal, valid and enforceable.
Modification. This Agreement shall not be modified or amended except by an
instrument in writing, executed by both parties hereto.
Waiver. A waiver by either party of any of the terms and conditions of this
Agreement in any instance shall not constitute a waiver of such term or condition for the future, or of
any subsequent breach thereof.
Notices. Any and all notices required or permitted to be given hereunder shall be in
writing and shall be deemed to have been given when deposited in the United States Mail, certified
or registered mail, postage prepaid. Any notice to be given to Company hereunder shall be
addressed to Company at ____________________, _______________________, _____________,
(State)_______, ________. Any notice to be given to Contractor shall be addressed to Contractor at
3
Not intended to be a substitute for legal or tax advise. Use at your own risk.
© Carroll & Company, CPA’s.
www.carrollcpa.com/mk
____________________,
_______________________,
_____________,
(State)
_______,
________. Either party may change its notice address by giving the other party notice of such new
address in accordance with the requirements of this paragraph.
Arbitration. Any and all claims, disputes and controversies arising under or related
to this Agreement, including without limitations, any claims for breach of contract, negligent or
intentional misrepresentation or nondisclosure in the inducement, execution or performance of any
contract, and the breach of any alleged duty of good faith and fair dealing, shall be submitted to
arbitration. The decision of the arbitrator shall be final and binding and may be entered as a
judgment in the State court of competent jurisdiction.
Applicable Law. THIS AGREEMENT SHALL BE GOVERNED BY THE LAWS
OF THE STATE OF ____________.
Contractor Acknowledgement.
Contractor has read the contents of this
Agreement, understands its terms, and agrees that, in consideration for their employment or
continuing employment, training with Company, and any other consideration recited herein, they
will be bound by the terms, covenants and restrictions set forth in this Agreement.
IN WITNESS WHEREOF, Contractor has executed this Agreement and Company
has caused this Agreement to be executed, on its behalf, by its authorized officers, as of the effective
date set forth above.
CONTRACTOR:
COMPANY
_________________________________
By:_______________________________
(NAME)
PRESIDENT / OR OWNER
4
Not intended to be a substitute for legal or tax advise. Use at your own risk.
© Carroll & Company, CPA’s.
www.carrollcpa.com/mk

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