INTRODUCTION
This is an Agreement between <Contractor Name> SSN:<XXX-XX-XXXX> (“Contractor”) and Abc Company, a <State> Corporation, with offices at <Full Address> (“Company”).
EFFECTIVE DATE
This Agreement will become effective when signed and executed by all parties.
TERMINATION
This Agreement will remain in force until <termination date>, or until terminated by either party upon <number> days prior written notice to the other party.
DUTIES AND PAYMENT
Contractor agrees to perform such duties at such times and in such manner as Company may from time to time direct.
<Optional Specific Deliverables.>
Company agrees to make payment to Contractor for work performed as follows:
<Payment terms.>
Contractor acknowledges that no federal or state withholdings or deductions will be taken or paid by Company on <his/her> behalf, and agrees to take full responsibility for reporting and payment of same.
Contractor acknowledges that as an independent contractor <he/she> will not be eligible nor entitled to any of the benefits afforded regular employees, including but not limited to unemployment insurance, heath benefits, vacation, profit sharing and pension plans.
OWNERSHIP
Contractor hereby assigns to Company all rights of creation and ownership of all materials, ideas and other tangible and intangible assets produced by or resulting from the work performed under the terms of this Agreement. Contractor recognizes that all such assets shall be the exclusive property of Company. All trademarks, copyrights, patents and products resulting from the work performed under this Agreement shall likewise be the sole property of Company.
ORIGINALITY
Contractor warrants that the work performed and/or assets created under this Agreement are original work that have not been previously created and are not in the public domain. Contractor further warrants that the work shall be free of any encumbrances and that Contractor has full rights to assign ownership of work to Company.
TRADE SECRETS
All information relating to the projects of Company and its business dealings, including but not limited to materials, plans and customer lists, are to be considered trade secrets of Company. Contractor agrees to sign and abide by a non-disclosure agreement regarding the use and confidentiality of this information. Violation of the non-disclosure agreement will result in immediate termination of this Agreement.
NON COMPETITION
During the term of this Agreement, Contractor agrees to not, directly or indirectly, participate in the development, production or marketing of any product which directly or indirectly competes with Company’s current or known future products or business. Contractor agrees not to engage in activities which compete with Company’s business where such activities could call on Contractor to reveal or use any confidential information or trade secrets belonging to Company.
GENERAL PROVISIONS
If the work is not delivered according to the deadlines contained herein, or if the work does not meet Company’s specifications or quality requirements, or if for any other breach of any provision of this Agreement by Contractor, Company may, at its option and upon written notice to Contractor, either (a) terminate this Agreement and seek a refund of all amounts paid to Contractor (upon the payment of which all rights in the work shall be assigned to Contractor), or (b) retain the work in its then current state and cease further payments to Contractor hereunder. The foregoing remedies are not exclusive and shall be in addition to such other rights and remedies as Company may have under the law or this Agreement.
In any action or suit to enforce any right or remedy under this Agreement or to interpret any provision of this Agreement, the prevailing party shall be entitled to recover its costs, including reasonable attorney’s fees.
Any modifications to this Agreement must be in writing and signed by all parties.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement.
Contractor:
___________________________________________
Name: _____________________________________ Date: _____________
Title: _____________________________________
For Abc Company:
Name: _____________________________________ Date: _____________
Title: _____________________________________
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