_____________________________ (THE “CONTRACTOR”)

THIS AGREEMENT is made on the ………… of………….20……., (hereinafter,
“Effective Date”) entered into by the Company and the Contractor (Company and Contractor
collectively referred to as the “Parties” or individually as the “Party”) and includes that
Party’s successors and assigns.
In consideration of covenants and agreements contained in this agreement, and other good and
valuable consideration, the receipt of which is hereby acknowledged, Parties agree to the
following terms and conditions and to be bound thereby:
This agreement shall be valid from the Effective Date until ___________________.
The Contractor deals with video creation/editing and shall provide the following services to
the Company;
i. Research & optimization (Video Idea & Title), to include monitoring Competitors
channels and their "TAGS."
ii. Script Writing
iii. Voiceover (English Speaking)
iv. Video Editing
v. Thumbnail
vi. Writing out the DESCRIPTION & adding LINKS.
vii. Uploading Video
viii. Managing the channel
The Contractor shall produce at least (1) video per day, and (30) per month. In addition to up
to 2,000 words, or 8-10 minutes per video with the following FRAMEWORK:
i. HOOK (First 5-15 seconds)
ii. Reason to stay (RECAP of what the video is about)- Incentive to stay
iii. STORY
iv. Mention next video
The Contractor shall perform the services to the best of their ability and according to industry

For the services rendered, the Company will pay the Contractor $_________/Per video.
For the duration of this Agreement, any subsequent agreement executed for the same or
similar purpose, and after the termination of this Agreement, the Contractor shall not interfere
with the Company’s relationship with, or endeavor to entice away from the Company, the
Company’s Customers, any officer, director or employee or any person who had a material
business relationship with the Company in the duration of this Agreement.
The Contractor agrees to indemnify, hold harmless and defend the Company and its directors,
officers, employees, and agents from and against any action, claim, demand, or liability,
including reasonable attorney’s fees and costs, arising from but not limited to:
(i) the Contractor’s breach of this Agreement;
(ii) (ii) the negligence or willful misconduct of the Contractor; or
(iii) (iii) any allegation that the Contractor caused injury or damage to any third Person
("Person" is defined as any individual, corporation, Company, partnership,
government or any other entity).

The Contractor agrees that the Company shall have the right to participate in and control the
defense of any such claim through counsel of its choosing at the Contractor’s expense.
The relationship of the parties hereto is that of an independent contractor. Accordingly, the
Parties hereto are not deemed agents, partners, or joint venturers of the others for any purpose
due to this agreement or the transactions contemplated thereby. The Contractor hereby agrees
that it will not represent to any third party that its engagement by the Company is in any
capacity other than as an independent contractor.
The Contractor shall not transfer or assign this agreement without the Company’s consent.
However, the Company may transfer or assign this agreement or subcontract its obligations
hereunder at any time without the Contractor’s consent. If the Company does so, anyone to
whom the Company transfers, assigns, or subcontracts any or all of its obligations will have
all of the Company’s rights with respect to such obligations.
Upon the expiration or termination of this Agreement or demand by the Company, the
Contractor shall return any of the Company’s property to the Company, including but not
limited to; documentation, records, or confidential information. Where applicable, all property
should be returned in the same condition at issuance failure to which damages shall become
payable. Reasonable wear and tear will be allowed. The Contractor shall reimburse the
Company for any Company property lost or damaged in an amount equal to the market price
of such property.
Parties agree to settle disputes under this Agreement through (select one)
☐Negotiation ☐Mediation ☐Arbitration

 Either Party may terminate this Agreement, upon giving the other Party no less than 7
days’ notice in writing. If a Party wishes to terminate the contract with less than this
stated period, the other Party reserves the right to charge costs that they have already
paid in advance or incurred.
 This Agreement may be terminated at any time by mutual agreement of the Parties.
 The termination of this agreement shall not discharge the liabilities accumulated by
either Party.
 Any Clauses intended by the Parties or this agreement to survive the termination of
this agreement shall survive the termination of this agreement by whatever cause.
All non-public, confidential or proprietary information of the Company, disclosed by the
Company to the Contractor, whether disclosed orally or disclosed or accessed in written,
electronic or other form or media, and whether or not marked, designated or otherwise
identified as "confidential" in connection with this Agreement is confidential, solely for the
use of performing this Agreement and may not be disclosed, copied, or dealt with in any
similar manner unless authorized in advance by the Company in writing. Upon the
Company’s request, the Contractor shall promptly return all documents and other confidential
materials received from the Company.
The Company shall be entitled to injunctive relief for any violation of this Section. This
Section does not apply to information that, at the time of disclosure, (i) is or has been
available publicly, other than for the reason of disclosure directly or indirectly by the
Contractor; or (ii) has been made available to the Contractor and not bound by the obligation
of confidentiality, or confidential information obtained independently by the Contractor
without assistance, utilization, or use of confidential information. In addition, this Agreement
is confidential and cannot be divulged to third parties, unless as provided by law, without the
written consent of the Company.
Each Party hereto agrees to perform any further acts and to execute and deliver any further
documents that may be reasonably necessary to carry out the provisions of this Agreement.
For this Agreement, "Force Majeure" means an event which a diligent party could not have
reasonably avoided in the circumstances, which is beyond the control of a party and includes,
but is not limited to, war, riots, civil disorder, earthquake, storm, flood or adverse weather
conditions, strikes, lockouts or other industrial action, terrorist acts, confiscation or any other
action by government agencies.
A Party’s failure to fulfill its obligations due to Force Majeure shall not be considered a
breach of this Agreement, provided that the Party has taken all reasonable precautions, due
care, reasonable alternative measures, and minimal delay all to carry out the terms of this

Either Party may request changes to the agreement, but they will only be effective if agreed in
writing, and signed by all Parties. If any ambiguity is found in the agreement or various
documents forming this agreement, the Parties shall issue any necessary clarification or
Unless otherwise provided, failure by the Company to enforce any of the terms or conditions
of this Agreement shall not be a waiver of their right to enforce the terms and conditions of
this Agreement. A waiver by the Company of any right or benefit provided in this Agreement
does not infer or permit a further waiver of that right or benefit, nor does it infer or permit a
waiver of any other right or benefit provided in this Agreement.
The provisions of this agreement are severable. If any provision is held to be invalid or
unenforceable, it shall not affect the validity or enforceability of any other provision.
This agreement may be executed in any number of counterparts, each of which shall be
deemed to be an original and all of which taken together shall constitute one instrument.
This agreement constitutes the entire agreement between the parties. It supersedes all prior
oral or written agreements or understandings between the Parties concerning the subject
matter of this agreement. All documents annexed to this agreement shall be subject to the
terms under this agreement, provided that the Parties append their signatures on the
documents. The Parties will exercise utmost good faith in this agreement.
The article and section headings in this agreement are for convenience; they form in no part of
this agreement and shall not affect its interpretation.
All pronouns and any variations thereof shall be deemed to refer to the masculine, feminine,
neuter, singular, or plural, as the identity of the person or entity may require. As used in this
agreement: words of the masculine gender shall mean and include corresponding neuter
words or words of the feminine gender, and words in the singular shall mean and include the
plural and vice versa.
Any notice required to be given between the Parties pursuant to the provisions of this
Agreement shall be in writing and shall be deemed duly given:
(i) if delivered by hand and receipted for by the party addressee, on the date of such
(ii) (ii) if mailed by domestic certified or registered mail with postage prepaid, on the
third business day after the date postmarked, or
(iii) sent by email.

at the following addresses or such changed address as the Party shall have specified by
written notice, provided that any notice of change of address shall be effective only upon
actual receipt.
Any notice delivered by email shall request a receipt thereof confirmed by email or in writing
by the recipient, and the effective date of such notice shall be the date of receipt, provided
such receipt has been confirmed by the recipient.
Company: 848 Brickell Ave, Penthouse 5, Miami, FL 33131
Contractor: ________________________________________________________________
The Contractor acknowledges that they have been provided with the opportunity to negotiate
this agreement and to seek legal counsel before signing this agreement. In addition, the
Contractor acknowledges that the restrictions imposed are fair, reasonable, and necessary to
protect the Company’s legitimate business interests and will not place an undue burden upon
their livelihood in the event of enforcement of the restrictions. The Contractor also
acknowledges that they have entered into this agreement with the capacity and authority to
contract freely and voluntarily.
This Agreement shall be governed in all respects by the laws of Florida, and its Courts
without regard to its conflict of law provisions.
IN WITNESS WHEREOF, each of the Parties has executed this agreement, as of the day
and year set forth below.
Signed by the duly authorized representative
of the COMPANY
Name: La’Mont Payne
Designation: Manager

Signed by the CONTRACTOR


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