Hire an independent contractor to develop technology with this template Independent Contractor Agreement.
- The Agreement is between the developer and a party who wants to fund the technology and bring it to the marketplace.
- The developer will assign all of its rights in commercially viable products to the investor, in exchange for the funding.
- The developer will be paid a royalty for each viable product.
- The developer will provide the investor with regular reports of all developments.
- This is a month-to-month contract, but can be modified for a specified term.
This Independent Contractor Agreement for Technology Development template is available as a fully editable MS Word download.
INDEPENDENT CONTRACTOR AGREEMENT THIS AGREEMENT made effective as of the _____ day of ______________, _______. BETWEEN: CLIENT [address] (the “Client”) OF THE FIRST PART - and - CONTRACTOR [address] (the “Contractor”) OF THE SECOND PART WHEREAS: A. The Contractor is engaged in developing [insert details] (the “Developments”). B. The Client is willing to pay the Contractor a per diem rate to fund the Developments. C. The Client desires to retain the services of the Contractor and the Contractor desires to make his services available to the Client on the terms and conditions set forth. NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the mutual covenants and agreements contained in this Agreement and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the parties, the parties hereby agree as follows: 1. The Contractor’s obligations hereunder shall be as follows: (a) to provide the Client with timely, up-to-date, complete and accurate reports of all Developments conceived, completed or put into practice (whether solely by the Contractor or jointly with others) during the term of this Agreement; (b) unless the Client provides the Contractor with written notice that any such Development is not commercially viable, to assign to the Client or Client’s designee the Contractor’s entire right, title and interest in and to all such Developments and all copyrights in such Developments and in and to any patent applications filed and patents granted thereon, both domestic and foreign, and during the term of this Agreement and thereafter to execute any patent documents in respect of such Developments as well as any further and other documents that the Client may consider necessary or helpful in obtaining or maintaining said patents during the prosecution of patent applications thereon or during the conduct of any interference, litigation, or any other matter in connection therewith; all -2- expenses incident to the filing of such applications, the prosecution thereof and the conduct of any such interference, litigation, or other controversy shall be borne by the Client; (c) in the case of any such Development that the Client determines is not commercially viable (written notice thereof having been provided to Contractor), the Contractor shall not assign its right, title, copyright or interest in and to such Development to any third party, nor shall the Contractor file any patent applications thereon without first giving the Client notice in writing of its intention to do so. The Client shall thereupon have the option, within ____ business days of receiving such notice, to take an assignment of all of the Contractor’s right, title, copyright and interest in and to such Development. If the Client fails to exercise such option within such ___-day period, the Client shall be deemed not to have exercised its option and the Contractor shall be free to proceed as set out in its notice, provided, however, that if the Contractor has not so proceeded within a period of ______ days following the deemed or actual decline of the Client to exercise such option, the provisions of this paragraph shall apply again from time to time; (d) not to use any confidential information relating to the business and affairs of the Client for any purpose other than for the benefit of the Client, and not to directly or indirectly disclose any of such confidential information either orally, in writing or otherwise at any time either during the term of this Agreement or at any time thereafter without the express written consent of the Client; and (e) to deliver to the Client, promptly upon request or upon the termination or expiry of this Agreement, all documents and other materials, together with all copies thereof, in the possession of the Contractor pertaining to the business and affairs of the Client, including, but not limited to, confidential information of the Client, whether such documents and materials were provided to the Contractor by the Client or by a third party. 2. The Client’s obligations hereunder shall be as follows: (a) to pay the Contractor $_________ per diem for each day during the term of this Agreement on which the Contractor is engaged in developing the Developments; and (b) in the event that the Client concludes that any Development is commercially viable, to pay to the Contractor a royalty to be agreed upon in respect of each sale by the Client of the Developments. Such royalty shall be based on the net selling price of such Development. 3. The Contractor shall, during the term of this Agreement, use its best efforts to promote the interests and welfare of the Client. 4. The parties hereto agree that the Contractor shall bear all expenses in connection with the provision of its services under this Agreement, including, without limitation, income and other taxes, [worker’s compensation remittances, [unemployment insurance premiums], [required
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