Contractor Non-Disclosure Template

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Contractor Non-Disclosure Template Powered By Docstoc
					                          ABC Company, Inc. Contractor Agreement
This Contractor Agreement (the "Agreement") made this _____ day of ______________, 2012 by and between
_________________________ (Contractor), and ABC Company, Inc.

Contractor will have the ability to market and complete sales on behalf of ABC Company, Inc.

THEREFORE, in consideration of the premises and the mutual covenants and agreement
contained herein, the parties agree as follows:


       1.1 Consent. ABC Company, Inc. hereby consents to the Contractor, the subcontracting of web
development, coding, and other duties contracted by ABC Company, Inc..

       1.2 Representation. Contractor shall represent himself or herself as a direct representative of ABC
       Company, Inc.

         1.3 Term. Provided no event of default exists which would permit ABC Company, Inc. or
Contractor to terminate, this Agreement shall remain in full force and effect for a period ending of (10) ten
years. Agreement will be processed for continuation at that time. Upon the expiration or termination, for any
reasons whatsoever, of the Agreement, this Agreement shall terminate and be of no further force and
effect, except of the obligations of ABC Company, Inc. set out in Articles below within this Agreement.

        1.4 Customer Information. Contractor acknowledges that the identity of Customers
purchasing services, and any information related to such Customers is proprietary to ABC Company, Inc. and/or
it’s Customers and shall be maintained as confidential by Contractor. Further, Contractor agrees that they will
not offer any competing product or service to ABC Company, Inc. customers referred under this agreement,
without the approval of ABC Company, Inc.

        1.5 Independent Contractor. The Contractor expressly acknowledges that he/she will be
acting as an independent contractor and not as an employee. Nothing contained herein shall be
construed so as to create a partnership or joint venture and neither party shall be liable for the debts or
obligations of the other. ABC Company, Inc. shall not exercise over the Contractor's business.

      2.1 Termination without Cause. Either the ABC Company, Inc. or the Contractor may terminate this
Agreement at any time without cause upon thirty- (30) day’s prior written notice to the other party.


       3.1 Obligations of ABC Company, Inc.. Upon termination of this Agreement for any reason, ABC
Company, Inc. shall be obligated to pay Contractor for any fees due for jobs completed or in progress, which
were presented, to the ABC Company, Inc. under this agreement.

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        3.2 Equitable Relief. Contractor acknowledges and agrees that both ABC Company, Inc. and Contractor
shall have the right to obtain injunctive and other appropriate equitable relief in the event of any breach or
default by ABC Company, Inc. or Contractor of its obligations under this Agreement.


       4.1 Non-Liability of ABC Company, Inc. or Contractor. ABC Company, Inc. shall in no event be liable
to Contractor, nor Contractor liable to ABC Company, Inc., for special, indirect or consequential damages of
any kind, whether as a result of a loss by either party of present or prospective profits, anticipated sales,
expenditures, investments, commitments with this Agreement, or on account of any other reason or cause


        5.1 Agreement Not To Disclose Strategic Information. In consideration for receiving the commissions,
Contractor agrees not to disclose in any way to any competitor of ABC Company, Inc., or to any person engaged
in a business similar to ABC Company, Inc., any information relative to any aspect of ABC Company, Inc.'
business during the term of this agreement and for a period of one (10) years following the termination of this
agreement for any reason. Contractor further acknowledges and agrees that all such trade secrets and all such
discoveries and inventions are and shall be the sole and exclusive property of ABC Company, Inc..

       5.2 Agreement Not to Compete. In consideration for receiving commissions, Contractor
agrees not to in any way, directly or indirectly, solicit specific projects brought to ABC Company, Inc., Inc.
under this agreement with competitive products and/or services, which have been or are now being provided by
ABC Company, Inc. for the duration of that specific project.

       IN WITNESS HEREOF, the parties hereto have executed this Agreement or caused their duly
authorized corporate offices to execute this Agreement as of date first written above. Note that this agreement
must be signed by an officer of ABC Company, Inc. to be valid.


Address: _______________________________________________

City, State, Zip: __________________________________________

By (signature): ____________________________________________


Title: _______________________________________   Date:_________

ABC Company, Inc.:
123 Street, YourTown, AB 12894

By: __________________________________________

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Name/title:   Date:_________

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