© Copyright Envision Corporation. 2002. All rights reserved. Protected by the copyright laws of the United States & Canada and by International treaties. IT IS ILLEGAL AND STRICTLY PROHIBITED TO DISTRIBUTE, PUBLISH, OFFER FOR SALE, LICENSE OR SUBLICENSE, GIVE OR DISCLOSE TO ANY OTHER PARTY, THIS PRODUCT IN HARD COPY OR DIGITAL FORM. ALL OFFENDERS WILL BE SUED IN A COURT OF LAW.
INDEPENDENT CONTRACTOR AGREEMENT
This Independent Contractor Agreement (“Agreement”) is made and effective on
BETWEEN: (the “Company”), a corporation organized
and existing under the laws of Washington, DC.
AND: the “Independent Contractor”), an individual of the residential address of
RECITALS:
Independent Contractor is engaged in providing Showing Agent business services, its Employer Tax I.D. or Social Security Number is , and its Business License Number is . Independent Contractor is obligated to comply with all Federal, State, and local laws regarding business permits, building permits, maintenance/repair permits, sales permits, licenses, reporting requirements, tax withholding requirements, and other legal requirements of any kind that may be required to carry out said business and the Scope of Work which is to be performed as an Independent Contractor pursuant to this Agreement. Independent Contractor is or remains open to conducting similar tasks or activities for clients other than the Company and holds themselves out to the public to be a separate business entity.
Company desires to engage and contract for the services of the Independent Contractor to perform certain tasks as set forth below. Independent Contractor desires to enter into this Agreement and perform as an independent contractor for the company and is willing to do so on the terms and conditions set forth below.
NOW, THEREFORE, in consideration of the above recitals and the mutual promises and conditions contained in this Agreement, the Parties agree as follows:
- TERMS:
This Agreement shall be effective commencing and shall continue until terminated at the completion of the Scope of Work which shall occur no later than or by either party as otherwise provided herein.
- STATUS OF INDEPENDENT CONTRACTOR:
This Agreement does not constitute a hiring by either party. It is the parties intentions that Independent Contractor shall have an independent contractor status and not be an employee for any purposes. Independent Contractor shall retain sole and absolute discretion in the manner and means of carrying out their activities and responsibilities under this Agreement. This Agreement shall not be considered or
Independent Contractor Agreement Page 1 of 7
© Copyright Envision Corporation. 2002. All rights reserved. Protected by the copyright laws of the United States & Canada and by International treaties. IT IS ILLEGAL AND STRICTLY PROHIBITED TO DISTRIBUTE, PUBLISH, OFFER FOR SALE, LICENSE OR SUBLICENSE, GIVE OR DISCLOSE TO ANY OTHER PARTY, THIS PRODUCT IN HARD COPY OR DIGITAL FORM. ALL OFFENDERS WILL BE SUED IN A COURT OF LAW.
construed to be a partnership or joint venture, and the Company shall not be liable for any obligations incurred by Independent Contractor unless specifically authorized in writing. Independent Contractor shall not act as an agent of the Company, ostensibly or otherwise, nor bind the Company in any manner, unless specifically authorized to do so in writing.
- TASKS, DUTIES, AND SCOPE OF WORK:
- Independent Contractor agrees to devote as much time, attention, and energy as necessary to complete or achieve the following Showing Agent duties at
i
(i) Prior to entering the property, report intentions to enter the property to the
Property Manager.
(ii) Ensure the unit is 100% prepared for incoming leads 15 minutes prior to the
t
beginning of the scheduled showing: Ensure all loose machinery, gear, parts,
items and papers are secured and not visible; Ensure the aroma in the property
is pleasant; Ensure walkway and sidewalk in the vicinity of the home is clear of
all garbage and debris; Ensure all floors and tables are free and clear of dust
and dirt.
(iii) Conduct friendly and professional showings for each lead that enters the home.
i
(iv)
i
The above to be referred to in this Agreement as the “Scope of Work”. It is expected
t
that the Scope of Work will completed by
i
- Independent Contractor shall additionally perform any and all tasks and duties associated with the Scope of Work set forth above, including but not limited to, work being performed
already or related change orders. Independent Contractor shall not be entitled to engage in
.
any activities which are not expressly set forth by this Agreement.
- Independent Contractor shall be responsible to the management and directors of Company, but Independent Contractor will not be required to follow or establish a regular or daily work
schedule. Independent Contractor will supply all necessary equipment, materials and
supplies. Independent Contractor will not rely on the equipment or offices of Company for
completion of tasks and duties set forth pursuant to this Agreement. Company retains the
.
right to inspect, stop, or alter the work of Independent Contractor to assure its conformity with this Agreement.
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- COMPENSATION:
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- Independent Contractor shall be entitled to compensation for performing those tasks
and duties related to the Scope of Work as follows:
(i) scheduled showing period
i
Independent Contractor Agreement Page 2 of 7 t
© Copyright Envision Corporation. 2002. All rights reserved. Protected by the copyright laws of the United States & Canada and by International treaties. IT IS ILLEGAL AND STRICTLY PROHIBITED TO DISTRIBUTE, PUBLISH, OFFER FOR SALE, LICENSE OR SUBLICENSE, GIVE OR DISCLOSE TO ANY OTHER PARTY, THIS PRODUCT IN HARD COPY OR DIGITAL FORM. ALL OFFENDERS WILL BE SUED IN A COURT OF LAW.
(ii) In the event that additional approved work needs to be completed or additional showings are needed, compensation will be at the rate Additional work must be approved prior to work completion by the Property Manager.
- Such compensation shall become due and payable to Independent Contractor in the following time, place, and manner for work completed:
(i) and continuing every two weeks as needed
(ii) Payment method by electronic means only (no cash)
- NOTICE CONCERNING WITHHOLDING OF TAXES:
Independent Contractor recognizes and understands and shall seek to receive a Form 1099 statement and related tax statements, and will be required to file corporate and/or individual tax returns and to pay taxes in accordance with all provisions of applicable Federal and State law. Independent Contractor hereby promises and agrees to indemnify the Company for any damages or expenses, including attorney’s fees, and legal expenses, incurred by the Company as a result of independent contractor’s failure to make such required payments.
- AGREEMENT TO WAIVE RIGHTS TO BENEFITS:
- Independent Contractor hereby waives and foregoes the right to receive any benefits given by Company to its regular employees, including, but not limited to, health benefits, vacation and sick leave benefits, profit sharing plans, etc. This waiver is applicable to all non-salary benefits which might otherwise be found to accrue to the Independent Contractor by virtue of their services to Company, and is effective for the entire duration of Independent Contractor’s agreement with Company. This waiver is effective independently of Independent Contractor’s employment status as adjudged for taxation purposes or for any other purpose.
- Neither this Agreement, nor any duties or obligations under this Agreement may be assigned by either party without the consent of the other.
- TERMINATION:
This Agreement may be terminated prior to the completion or achievement of the Scope of Work by either party giving 5 days written notice. Such termination shall not prejudice any other remedy to which the terminating party may be entitled, either by law, in equity, or under this Agreement described herein:
(i) In the event either party wants to terminate this agreement in full
(ii) In the event the Independent Contractor is unable to make the scheduled showing for medical reasons, a medical notice of visitation from a medical physician is required to be shown immediately upon receiving medical attention.
(iii) In the event the Independent Contractor misses a scheduled showing, the Independent Contractor will incur the charges of the entire
- Example: Scheduled Showing missed is from The Independent Contractor will be liable to pay
- Charges will be taken directly from the Independent Contractors paycheck. If amount exceeds the Independent Contractors paycheck, the charges will be due to the Company within 5 days of the effected date by electronic means.
Independent Contractor Agreement Page 3 of 7
© Copyright Envision Corporation. 2002. All rights reserved. Protected by the copyright laws of the United States & Canada and by International treaties. IT IS ILLEGAL AND STRICTLY PROHIBITED TO DISTRIBUTE, PUBLISH, OFFER FOR SALE, LICENSE OR SUBLICENSE, GIVE OR DISCLOSE TO ANY OTHER PARTY, THIS PRODUCT IN HARD COPY OR DIGITAL FORM. ALL OFFENDERS WILL BE SUED IN A COURT OF LAW.
(iv) In the event the Independent Contractor is late to a scheduled showing, the Independent Contractor will incur the charges of the missed time
- NON-DISCLOSURE OF TRADE SECRETS, CUSTOMER LISTS, CONFIDENTIAL INFORMATION AND OTHER PROPRIETARY INFORMATION:
- Independent Contractor hereby acknowledges and understands the term
“Confidential Information” means any and all information relating directly or indirectly to the Company’s business with third parties, whose associations are developed and learned through during performance of this Agreement, including, but not limited to: (i) The Company’s clients and customers or potential clients and customers
(collectively “Customer(s)”); (ii)Competitors; (iii) Vendors; (iv) Advertisers; (v) The Company’s employees; (vi) Contractors of the Company; or (vii) General public, that is not generally ascertainable from public or published information and. or trade
sources, which is was disclosed to Independent Contractor, learned by Independent Contractor or developed as a consequences or through Independent Contractor’s relationships with the Company or any parent, subsidiary, and/or affiliated entity of the Company, whether or not it is expressly indentified as “confidential” or “trade secret,” including, but not limited to: (i)financial information; (ii) invoices; (iii)
contracts; (iv) forms; (v) research; (vi) price lists; (vii) marketing materials; (vii)
advertising materials and developments; (ix) sales material and reports; (x)
copyrighted materials; (xi) trade secrets; (xii) custom designs and lists; (xiii) the
particular needs and requirements of Customers; (xiv) identities or potential
Customers and (xv) all accompanying Customer data.
- Independent Contractor agrees not to disclose or communicate, in any manner, either during or after Independent Contractor’s agreement with Company, information about Company, its operations, the property, the properties interior or exterior
condition, clientele, or any other information, that relate to the business of Company including, but not limited to, the names of its customers, contractors, employees, its marketing strategies, operations, or any other information of any kind which would be deemed confidential, a trade secret, a customer list, or other form of proprietary information of Company. Independent Contractor acknowledges that the above
information is material and confidential and that it affects the profitability of Company.
- Independent Contractor understands that any breach of this provision, or that of any other Confidentiality and Non-Disclosure Agreement, is a material breach of this Agreement. To the extent Independent Contractor feels they need to disclose
confidential information, they may do so only after obtaining written authorization from a Company Officer of the Company.
- NON-SOLICITATION:
Independent Contractors shall not, during the Agreement and for a period of one year immediately following termination of this Agreement, either directly or indirectly, call on, solicit, or take away, or attempt to call on, solicit, or take away, any of the customers or clients of the Company on whom Independent Contractor called or became acquainted with during the terms of this Agreement, either for their own benefit, or for the benefit of any other person, firm, corporation or organization.
Independent Contractor Agreement Page 4 of 7
© Copyright Envision Corporation. 2002. All rights reserved. Protected by the copyright laws of the United States & Canada and by International treaties. IT IS ILLEGAL AND STRICTLY PROHIBITED TO DISTRIBUTE, PUBLISH, OFFER FOR SALE, LICENSE OR SUBLICENSE, GIVE OR DISCLOSE TO ANY OTHER PARTY, THIS PRODUCT IN HARD COPY OR DIGITAL FORM. ALL OFFENDERS WILL BE SUED IN A COURT OF LAW.
- NON-RECRUIT:
Independent Contractor shall not, during this Agreement and for a period of one year immediately following termination of this agreement, either directly or indirectly, recruit any of Company’s employees for the purpose of any outside business.
- RETURN OF PROPERTY:
On termination of this Agreement, or whenever requested by the parties, each party shall immediately deliver to the other party all property in its possession, or under its care and control, belonging to the other party to them, including but not limited to, proprietary information, customer lists, trade secrets, intellectual property, computers, programs, passwords, hardware blueprints, software blueprints, equipment, tools, documents, plans, recordings, software, and all related records or accounting ledgers.
- EXPENSE ACCOUNTS:
Independent Contractor and the Company agree to maintain separate accounts in regards to all expenses related to performing the Scope of Work. Independent Contractor is solely responsible for payment of expenses incurred pursuant to this Agreement unless provided otherwise in writing by a Company Officer of the company. Independent Contractor agrees to execute and deliver any agreements and documents prepared by Company and to do all other lawful acts required to establish document and protect such rights.
- In the event the property is damaged or misused during the care of the Independent Contractor, the Independent Contractor will be charged the price to repair the damaged property. Assessment of repair cost will be reasonably estimate by a neutral maintenance company.
- Charges will be taken directly from the Independent Contractors paycheck. If amount exceeds the Independent Contractors paycheck, the charges will be due to the Company within 15 days of the effected date by electronic means.
- Damage related to the property that is directly or indirectly related to the Independent Contractors neglect to secure the property or while under the responsibility of the Independent Contractor or in connection with the misuse of the property will be billed as stated above in paragraph 12(b).
- WORKS FOR HIRE:
Independent Contractor agrees that the Scope of Work, all tasks, duties, results, inventions and intellectual property developed or performed pursuant to this Agreement are considered “works for hire” and that the results of said work is by virtue of this Agreement assigned to the Company and shall be the sole property of Company for all purposes, including, but not limited to, copyright, trademark, service mark, patent, and trade secret laws.
- LEGAL COMPLIANCE
Independent Contractor is encouraged to treat all company employees, customers, clients, business partners and other affiliates with respect and responsibility. Independent Contractor is required to comply with all laws, ethical codes and company policies, procedures, rules or regulations, including but not limited to those forbidding sexual harassment, discrimination, and unfair business practices.
- LICENSING, WORKERS’ COMPENSATION AND GENERAL LIABILITY INSURANCE Independent Contractor agrees to immediately supply the Company with proof of any licensing status required to perform the Scope of Work pursuant to this Agreement, Workers’ Compensation
Independent Contractor Agreement Page 5 of 7
© Copyright Envision Corporation. 2002. All rights reserved. Protected by the copyright laws of the United States & Canada and by International treaties. IT IS ILLEGAL AND STRICTLY PROHIBITED TO DISTRIBUTE, PUBLISH, OFFER FOR SALE, LICENSE OR SUBLICENSE, GIVE OR DISCLOSE TO ANY OTHER PARTY, THIS PRODUCT IN HARD COPY OR DIGITAL FORM. ALL OFFENDERS WILL BE SUED IN A COURT OF LAW.
Coverage/Insurance where required by law and General Liability Insurance prior to commencing the Scope of Work entailing these specific requirements.
Furthermore, it is understood that the Company is not required to provide liability insurance for the Independent Contractor or any persons hired by the Independent Contractor; nor is the Company required to carry the Independent Contractor or any persons hired by the Independent Contractor on the Company’s insurance.
- PERSONS HIRED BY INDEPENDENT CONTRACTOR
All persons hired by Independent Contractor to assist in performing the tasks and duties necessary to complete the Scope of Work shall be the employees or sub contractors of Independent Contractor unless specifically indicated otherwise in an agreement signed by all parties. Independent Contractor shall immediately provide proof of Workers’ Compensation Coverage/Insurance and General Liability Insurance covering said employees or sub contractors prior to commencing the Scope of Work entailing these specific requirements.
- NOTICES:
Any notice to be given hereunder by any party to the other may be affected either by personal delivery in writing, or by mail (registered or certified) requiring postage pre-paid with return receipt requested, or by email. Mailed notices shall be addressed to the parties at the addresses appearing in the introductory paragraphs of this Agreement, but each party may change their address by written notice in accordance with this paragraph. Notices delivered personally shall be deemed communicated as of actual receipt; mailed notices shall be deemed communicated as of five (5) days after mailing. Independent Contractor agrees to keep Company current as to their business and mailing addresses, as well as telephone, facsimile, e-mail and pager numbers.
- ATTORNEY’S FEES AND COSTS:
If any action at law or in equity is necessary to enforce or interpret the terms of this Agreement, the prevailing party shall be entitled to reasonable attorney’s fees, costs and necessary disbursements incurred both before or after judgment in addition to any other relief to which such party may be entitled.
- MEDIATION AND ARBITRATION:
Any controversy between the parties to this Agreement involving the construction or application of any of the terms, provisions, or conditions of this Agreement, shall on written request of either party served on the other, be submitted first to mediation and then if still unresolved to binding arbitration. Said mediation or binding arbitration shall comply with and be governed by the provisions of Washington, DC unless the Parties stipulate otherwise. The parties shall each appoint one person to hear and determine the dispute and, if they are unable to agree, then the two persons so chosen shall select a third impartial arbitrator whose decision shall be final and conclusive upon both parties. The attorneys fees and costs of arbitration shall be borne by the losing party, as set forth in paragraph 18, unless the Parties stipulate otherwise, or in such proportions as the arbitrator shall decide.
Independent Contractor Agreement Page 6 of 7
© Copyright Envision Corporation. 2002. All rights reserved. Protected by the copyright laws of the United States & Canada and by International treaties. IT IS ILLEGAL AND STRICTLY PROHIBITED TO DISTRIBUTE, PUBLISH, OFFER FOR SALE, LICENSE OR SUBLICENSE, GIVE OR DISCLOSE TO ANY OTHER PARTY, THIS PRODUCT IN HARD COPY OR DIGITAL FORM. ALL OFFENDERS WILL BE SUED IN A COURT OF LAW.
- INDEMNIFICATION:
Independent Contractor shall defend, indemnify, hold harmless, and insure Company from any and all damages expenses or liability resulting from or arising out of, any negligence or misconduct on Independent Contractor’s part, or from any breach or default of this Agreement which is caused or occasioned by the acts of Independent Contractor. Independent Contractors shall insure that its employees and affiliates take all actions necessary to comply with the terms and conditions set forth in this Agreement. Independent Contractor shall name Company as an additional insured on all related insurance policies including Workers Compensation, and General Liability.
- CONTAINMENT OF ENTIRE AGREEMENT:
This Agreement is an independent document and supersedes any and all other Agreements, either oral or in writing, between the parties hereto, except any Confidentiality, Trade Secret, Non-Compete, Non Disclosure, Indemnification or Arbitration Agreement. This Agreement contains all of the covenants and
Agreements between the parties, except for those set forth in any Confidentiality, Trade Secret, Non Compete, Non-Disclosure, or Arbitration Agreement.
- REPRESENTATION:
Each party of this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party hereto, or anyone acting on behalf of any party hereto, which are not embodied herein, and that no other agreement, statement or promise not contained in this Agreement shall be valid or binding. Any modification of this Agreement shall be effective only if it is in writing, signed and dated by all parties hereto.
- PARTIAL INVALIDITY:
If any provision of this Agreement is held by a Court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions shall nevertheless continue in full force and effect without being impaired or invalidated in any way.
- GOVERNING LAW:
This Agreement shall be governed by, and construed under, the laws of Washington, DC.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day, month and year first above and below written.
COMPANY INDEPENDENT CONTRACTOR
Authorized Signature Authorized Signature
Print Name and Title Print Name and Title
Date Date
Independent Contractor Agreement Page 7 of 7
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