This Contractor/Non-disclosure/Non-compete Agreement (hereinafter referred to as the “Agreement”) is made and entered on this ____ day of _____ 2021 (the “Effective Date”), between RealTech Innovations, Contact Info: _____________________ (hereinafter referred to as the “Company”), and __________, Contact Info: ___________, (herein referred to as the “Contractor”).
WHEREAS, “Contractor” under this Agreement refers to any vendors, builders, architects, suppliers and affiliates hired to provide services for the Company and/or for the Company’s clients and customers.
NOW THEREOF, in consideration of the mutual covenants and promises made by the Parties hereto, the Parties covenant and agree as follows:
The initial term of this Agreement shall be for a period ______ [Days/Weeks/Months/Years] commencing on the Effective Date herein.
The Contractor has been hire to provide the following services:
The Company shall pay the Contactor ______ Dollars for the services covered under this Agreement.
The Parties acknowledge that either Party can terminate/cancel this Agreement at any time provided that they issue a ___ day Written Notice on the same. The Company shall ensure to pay the Contractor for all work done before the termination/cancellation is made effective.
The Company shall, during the term of this Agreement and upon the termination/cancelation thereof, be the sole owner of all proprietary rights to the technology used for the business concept covered under this Agreement, the Company’s brand, licenses, trade secrets, products, business model, plans and every other material that the Company has proprietary rights over. The Contractor shall not, under any circumstances, claim any rights to the concepts/brands/products/plans/trade secrets/licenses or any other copyrighted materials upon signing this Agreement.
- For the purpose of this Agreement, “Confidential Information” means any personal information and trade secrets, included but not limited to the Company’s business ideas, plans, budgets, real estate deals/holding as well as the concept covered under this Agreement. The Contractor cannot share these information and/or details or the concept covered under this Agreement with a third party without the Company’s written consent. The Contractor shall not share or reveal these information and/or the concept of the project covered under this Agreement with a third party or the public after the termination/cancellation thereof.
- For the period of this Agreement between the Parties herein and after the termination of the said contract, the Contractor shall not discuss the content of this Agreement, the Company’s trade secrets and any other information that can be considered confidential under las with a 3rd Party without the Company’s prior written notice.
- The Contractor shall not outsource for the purpose of the project covered in this Agreement without the Company’s prior written consent.
- The nondisclosure provisions of this Agreement shall survive the termination of this Agreement and the Contractor’s duty to hold Confidential Information in confidence shall remain in effect until the Confidential Information no longer qualifies as a trade secret or until the Company sends the Contractor a written notice releasing them from this Agreement, whichever occurs first.
- The Contractor shall not, during the term of this Agreement and/or upon the termination/cancellation thereof, solicit, negotiate, and contact directly or indirectly, any of the Company’s clients, customers, partners, associates, employees and/or affiliates with the aim of conducting the same or similar business with them without the knowledge of the Company.
- The Contractor shall not, during the term of this Agreement and/or Two Years after the termination/cancellation of this Agreement, establish a similar business as that conducted by the Company.
- The Contractor shall not, during the term of this Agreement and/or Two Years after the termination/cancellation of this Agreement, by incitement encourage the Company’s employees, customer, clients, partners, associates and/or affiliates of the Company to terminate their obligations with the Company.
- INDEPENDENT CONTRACTOR.
The Contractor shall be retained as an independent contractor. The Contractor shall be fully responsible for payment of their own income taxes on all compensation earned under this Agreement. The Company shall not withhold or pay any income tax, social security tax, or any other payroll taxes on the Contractor’s behalf during the term of this Agreement.
- The Company shall not, during the term of this Agreement, be held liable for any injuries sustained by the Contractor while carrying out their obligations under this Agreement, as long as the injuries are not in any way due to the Company’s negligence. The Contractor agrees to indemnify the Company against any claims that may arise from the performance of this Agreement.
- The waiver by either party of any breach or failure to enforce any of the terms and conditions of this Agreement at any time shall not in any way affect, limit, or waive such party’s right thereafter to enforce and compel strict compliance with every term and condition of this Agreement.
- GENERAL PROVISION, GOVERNING LAW AND JURISDICTION.
- This Agreement contains the entire Agreement between the Parties relating to the subject matter hereof and supersedes any and all prior agreements or understandings, written or oral, between the parties related to the subject matter hereof. No modification of this Agreement shall be valid unless made in writing and signed by both parties hereto.
- This Agreement shall be governed by and construed in accordance with the laws of Washington, USA. Exclusive jurisdiction and venue shall be in Washington, USA.
- This Agreement shall be binding upon and inure to the benefit of the Company and the Contractor and their respective successors and assigns, provided that the Contractor may not assign any of their obligations under this Agreement without the Company’s prior written consent.
- Each party represents and warrants to the other that such party has acted in good faith, and agrees to continue to so act, in the negotiation, execution, delivery, performance, and any termination of this Agreement.
IN WITNESS WHEREOF, this Agreement has been executed by the parties as of the Effective Date.
COMPANY: Signature: _______________________________________
CONTRACTOR: Signature: ___________________________________
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