INDEPENDENT CONTRACTOR AGREEMENT

This Independent Contractor Agreement (the “Agreement”) dated this _____ day of ____________________, 2021 between:

Insert Contractor’s Name of Insert Address

(the “Contractor”)

-AND-

Insert Your Business Name of Insert Business Address

(the “Client”)

BACKGROUND:

  1. The Client is of the opinion that the Contractor has the necessary qualifications, experience and abilities to provide services to the Client.
  2. The Contractor is agreeable to providing such services to the Client on the terms and conditions set out in this Agreement.

IN CONSIDERATION OF the matters described above and of the mutual benefits and obligations set forth in this Agreement, the receipt and sufficiency of which consideration is hereby acknowledged, the Client and the Contractor (individually the “Party” and collectively the “Parties” to this Agreement) agree as follows:

Services Provided

  1. The Client hereby agrees to engage the Contractor to provide the Client with services consisting of  ________________________________________________________.
  2. The Services will also include any other tasks which the Parties may agree on. The Contractor hereby agrees to provide such Services to the Client.

Consideration

  • The Client shall pay consideration to the Contractor in the sum of $_____. The Contractor understands that he shall receive no further consideration for services performed under this Agreement.

Term of Agreement

  • The term of this Agreement (the “Term”) will begin on Insert Date and will remain in full force and effect indefinitely, or terminated as provided in this Agreement.
  • Except as otherwise provided in this Agreement, the obligations of the Contractor will end upon the termination of this Agreement.

Performance

  • The Parties agree to do everything necessary to ensure that the terms of this Agreement take effect.

Liability

  • The Contractor agrees that he shall be fully liable for any damage or losses that occur during the performance of Services under this Agreement.
  • The Contractor agrees to fully indemnify the Client in the event of civil action taken against the Client as a result of the Contractor’s actions or omissions during the performance of Services under this Agreement.

Non-Solicitation

  • The Contractor understands and agrees that any attempt on the part of the Contractor to induce other employees or contractors to leave the Client’s employ, or any effort by the Contractor to interfere with the Client’s relationship with his employees or other service providers would be harmful and damaging to the Client.
  • Until this agreement expires or is terminated, the Contractor will not in any way directly or indirectly:
  • Induce or attempt to induce any employee or other service provider of the Client to quit employment or retainer with the client;
  • Otherwise interfere with or disrupt the Client’s relationship with its employees or other service providers;
  • Discuss employment opportunities or provide information about competitive employment to any of the Client’s employees or other service providers; or
  • Solicit, entice, or hire away any employee or other service provider of the Client.

Dispute Resolution

  1. In the event of a dispute, the parties shall attempt to resolve it amicably by negotiating in good faith.
  2. If, within ___ calendar days after receipt by a Party of a Dispute Notice, the Parties have not succeeded in negotiating a resolution of the Agreement Dispute, the Parties agree to submit the Agreement Dispute at the earliest possible date to mediation conducted in accordance with the Commercial Mediation Rules of the American Arbitration Association (“AAA”), and to bear equally the costs of the mediation; provided, however, that each Party shall bear its own costs in connection with such mediation. The parties agree to participate in good faith in the mediation and negotiations related thereto for a period of thirty (30) days or such longer period as they may mutually agree following the initial mediation session (the “Mediation Period”).

Governing Law

  1. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington, and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws.

Capacity

  1. In providing the Services under this Agreement it is expressly agreed that the Contractor is acting as an independent contractor and not as an employee. The Contractor and the Client acknowledge that there may be created a partnership or joint venture between them.

Notice

  1. All notices, requests, demands or other communications required or permitted by the terms of this Agreement will be given in writing and delivered to the Parties of this Agreement as follows:
  2. Insert Contractor’s Name

Address:

  • Insert Your Business Name

Address:               

or to such other address as any Party may from time to time notify the other.

Modification of Agreement

  1. Any amendment or modification of this Agreement or additional obligation assumed by either Party in connection with this Agreement will only be binding if evidenced in writing signed by each Party or an authorized representative of each Party.

Assignment

  1. The Contractor will not voluntarily, or by operation of law, assign or otherwise transfer its obligations under this Agreement without the prior written consent of the Client.

Entire Agreement

  1. It is agreed that there is no representation, warranty, collateral agreement, or condition affecting this Agreement except as expressly provided in this Agreement.

Titles/Headings

  1. Headings are inserted for the convenience of the Parties only and are not to be considered when interpreting this Agreement.

Severability

  • In the event that any of the provisions of this Agreement are held to be invalid or unenforceable in whole or in part, all other provisions will nevertheless continue to be valid and enforceable with the invalid or unenforceable parts severed from the remainder of this Agreement.

Waiver

  • The waiver by either Party of a breach, default, delay or omission of any of the provisions of this Agreement by the other Party will not be construed as a waiver of any subsequent breach of the same or other provisions.

The Parties have duly affixed their signatures under hand and seal on this _____ Day of ____________________, 2021.

Insert Your Name in his/her capacity as Insert Your Title of Insert Business Name

Signature: ________________________________________

Date:

Insert Name of Contractor

Signature: ________________________________________          

Date:

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