Contract with Independent Contractor with Confidentiality Clause
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					             Contract with Independent Contractor with Confidentiality Clause

Contract made on the (date), between (Name of Owner) of (street address, city, county, state,
zip code), referred to herein as Owner, and (Name of Contractor), a corporation organized and
existing under the laws of the state of (name of state), with its principal office located at (street
address, city, county, state, zip code), referred to herein as Contractor.

Whereas, Owner owns and operates a (type of business) business at the address set forth
above, and Owner desires to have the following services performed at Owner's place of
business (services to be contracted for).

Whereas, Contractor agrees to perform these services for Owner under the terms and
conditions set forth in this Contract.

Now, therefore, for and in consideration of the mutual covenants contained in this Contract,
and other good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the parties agree as follows:

1.      Description of Work. The work to be performed by Contractor includes all services
generally performed by Contractor in Contractor's usual line of business, including, but not
limited to, the following: (description of work to be performed).

2.      Payment. Owner will pay Contractor $_______ for the work to be performed under this
Contract, according to the schedule set forth in Exhibit A attached hereto and made a part

3.      Relationship of the Parties. Contractor is an independent contractor and is not an
employee, servant, partner or joint venturer of Owner. Owner shall determine the services to be
provided by Contractor, but Contractor shall determine the legal means by which it
accomplishes the services in accordance with this Contract. Owner is not responsible for
withholding, and shall not withhold or deduct from the commissions FICA or taxes of any kind,
unless such withholding becomes legally required. Contractor is not entitled to receive the
benefits which employees of Owner and is not entitled to receive and shall not be entitled to
workers compensation, unemployment compensation, medical insurance, life insurance, paid
vacations, paid holidays, pension, profit sharing, or Social Security on account of his services to

4.     Liability. The work to be performed under this Contract will be performed entirely at
Contractor's risk, and Contractor assumes all responsibility for the condition of tools and
equipment used in the performance of this contract. Contractor will carry, for the duration of this
contract, public liability insurance in an amount acceptable to Owner. Contractor agrees to
indemnify Owner for any and all liability or loss arising in any way out of the performance of this

5.      Duration of Contract. This Contract shall remain in force for a term of (specify period
time) from the date of this Contract. Notwithstanding the foregoing, either party may terminate
this Contract by giving (e.g. 30) days' written notice to the other of its intent to terminate this
agreement. Such termination may be made with or without cause. During the giving (e.g. 30)
period after such notice is sent, the parties shall continue to act toward each other in good faith.

6.     Expenses. Owner shall not be liable to Contractor for any expenses paid or incurred by
the Contractor unless otherwise agreed to in writing.

7.     Materials, Supplies, Equipment, and Tools. The Contractor shall supply, at its own
expense, all materials, supplies, equipment and tools required to accomplish the work agreed to
be performed in accordance with this Contract.

8.     No Authority to Bind Owner. The Contractor has no authority to enter into contracts on
behalf of the Owner. This Contract does not create a partnership between the parties.

9.     Compliance with Laws. The Contractor represents that it has complied with all federal,
state and local laws regarding business permits and licenses that may be required to carry out
the work to be performed under this Contract.

10.      Confidentiality. The Contractor acknowledges that the Owner has a legitimate and
continuing proprietary interest in the protection of his confidential information and has
substantial sums and will continue to invest substantial sums to develop, maintain and protect
confidential information. The Contractor agrees that, during and after the Restricted Period,
without the prior written consent of the Owner, the Contractor shall keep secret and retain in
strictest confidence, and shall not knowingly use for the benefit of itself or others all confidential
matters relating to the Owner's Business including, but not limited to, operational methods,
marketing or development plans or strategies, business acquisition plans, joint venture
proposals or plans, and new personnel acquisition plans, learned by the Contractor prior to or
after the 
Description: An independent contractor is a person or business who performs services for another person under an express or implied agreement and who is not subject to the other's control, or right to control, the manner and means of performing the services. The person who hires an independent contractor is not liable to others for the acts or omissions of the independent contractor. An independent contractor is distinguished from an employee, who works regularly for an employer. The exact nature of the independent contractor's relationship with the hiring party is important since an independent contractor pays their own Social Security, income taxes without payroll deduction, has no retirement or health plan rights, and often is not entitled to worker's compensation coverage. There are a number of factors which to consider in making the decision whether people are employees or independent contractors. No one factor is controlling, and the characterization of the relationship by the parties is also not controlling. One of the most important considerations is the degree of control exercised by the company over the work of the workers. An employer has the right to control an employee. It is important to determine whether the company had the right to direct and control the workers not only as to the results desired, but also as to the details, manner and means by which the results were accomplished. If the company had the right to supervise and control such details of the work performed, and the manner and means by which the results were to be accomplished, an employer-employee relationship would be indicated. On the other hand, the absence of supervision and control by the company would support a finding that the workers were independent contractors and not employees. Whether or not such control was exercised is not the determining factor, it is the right to control which is key. A confidentiality agreement is an agreement between at least two persons that outlines confidenti
PARTNER William Glover
I received my B.B.A. from the University of Mississippi in 1973 and my J.D. from the University of Mississippi School of Law in 1976. I joined the firm of Wells Marble & Hurst in May 1976 as an Associate and became a Partner in 1979. While at Wells, I supervised all major real estate commercial loan transactions as well as major employment law cases. My practice also involved estate administration and general commercial law. I joined the faculty of Belhaven College, in Jackson, MS, in 1996 as Assistant Professor of Business Administration and College Attorney. While at Belhaven I taught Business Law and Business Ethics in the BBA and MBA programs; Judicial Process and Constitutional Law History for Political Science Department); and Sports Law for the Department of Sports Administration. I am now on the staff of US Legal Forms, Inc., and drafts forms, legal digests, and legal summaries. I am a LTC and was Staff Judge Advocate for the Mississippi State Guard from 2004-2008. I now serve as the Commanding Officer of the 220th MP BN at Camp McCain near Grenada, MS. I served on active duty during Hurricanes Dennis (July, 2005), Katrina (August, 2005) and Gustav in 2008. I played football at the University of Mississippi in 1969-1971 under Coach John Vaught. I am the author of the Sports Law Book (For Coaches and Administrators) and the Sports Law Handbook for Coaches and Administrators (with Legal Forms),