INDEPENDENT CONTRACTOR AGREEMENT
This Independent Contractor Agreement (the “Agreement”) is made and entered on
_____________________________________________, ___________, by and between
A BreakTime and _____________________________________________________
(“Contractor”) (collectively referred to as the “Parties”).
The Parties agree as follows:
1. SERVICES: The Company shall engage Contractor to provide the following
On-site Massage Therapy
Contractor will determine the method, details, and means of performing the Services; and
agrees to be available upon request.
2. TERM: Contractor shall provide services to the Company pursuant to this
Agreement for a term beginning on the signing of this contract and ending when both
parties decide on a moments notice. Contractor may choose the assignments given and is
under no obligation to accept the assignments. The company is under no obligation to
provide the contractor with assignments if it no longer benefit the company.
3. COMPENSATION: For services provided, the Company will pay Contractor a
mutually agreed upon fee. Payment shall be made at the completion of a one time
assignment or bi-monthly for a repeating assignment.
4. EXPENSES: Contractor shall bear all expenses incurred in the performance of this
5. INDEPENDENT CONTRACTOR. Contractor is an independent contractor and not
an employee of the Company, and, unless otherwise stated in this Agreement, is not
entitled to any of the benefits normally provided to the employees of the Company.
6. CONFIDENTIALITY: Contractor acknowledges that he/she may have access to
the Company’s confidential and proprietary information. Such confidential information
may include, without limitation: i) business and financial information, ii) business
methods and practices, iii) technologies and technological strategies, iv) marketing
strategies and v) other such information as the Company may designate as confidential
(“Confidential Information”). Contractor agrees to not disclose to any other person
(unless required by law) or use for personal gain any Confidential Information at any
time during or after the Agreement Term, unless the Company grants express, written
consent of such a disclosure. In addition, Contractor will use his/her best efforts to
prevent any such disclosure. Confidential information will not include information that is
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in the public domain, unless such information falls into public domain through
Contractor’s unauthorized actions.
7. LIABILITY INSURANCE: It is understood that the Independent Contractor is
responsible of carrying his/her own liability insurance during the duration of this
agreement. It is also understood that A BreakTime and owner are held harmless to any
monetary damage that might ensue by the contractor during this agreement.
8. LICENSE TO PERFORM: It is understood that the Independent Contractor holds
an active license to practice massage therapy and other therapies in the state of Arizona
and that the company A BreakTime and owner are held harmless of any violation
concerning the requirements to practice in the state of Arizona.
9. OWN TRANSPORTATION: It is understood that the Independent Contractor holds
an active Arizona driver’s license and valid car insurance in case of an accident or any
traffic violation. It is also agreed that the contractor is providing his/her transportation
used in the assignment. It is also understood that the company A BreakTime and owner
are held harmless of any damages in case of an accident or any traffic violation.
10. FILING OF INCOME: It is understood that the Independent Contractor is
responsible to file own income tax after receipt of 1099 from company each year and that
the company has no obligation to file under the Independent Contractor’s status
11. OTHER RULES AND POLICIES: Contractor agrees to abide by any other rules,
policies and procedures as communicated by the Company.
12. TERMINATION: This Agreement may be terminated early for the following
By the Company
(i) If Contractor fails to perform his/her duties or materially breaches any
obligation in the Agreement, and the failure or breach is not corrected
within five days of receiving written notice from the Company; or
(ii) If Contractor is unable to provide the services in this Agreement due to
illness, death or disability.
By the Contractor
(i) If the Company materially breaches any obligation in the Agreement
and such breach is not corrected within five days of receiving written
notice from the Contractor; or
(ii) If the Company files for bankruptcy.
13. RETURN OF PROPERTY: Upon termination of services, Contractor will
promptly return to the Company all drawings, documents and other tangible
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manifestations of Confidential Information (and all copies and reproductions thereof). In
addition, Contractor will return any other property belonging to the Company including
without limitation: computers, office supplies, money and documents.
14. CONTINUING OBLIGATIONS: Notwithstanding the termination of this
Agreement for any reason, the provisions of paragraph 6 of this Agreement will continue
in full force and effect following such termination.
15. BINDING EFFECT: The covenants and conditions contained in the Agreement
shall apply to and bind the Parties and the heirs, legal representatives, successors and
permitted assigns of the Parties.
16. CUMULATIVE RIGHTS: The Parties’ rights under this Agreement are
cumulative, and shall not be construed as exclusive of each other unless otherwise
required by law.
17. WAIVER: The failure of either party to enforce any provisions of this Agreement
shall not be deemed a waiver or limitation of that party's right to subsequently enforce
and compel strict compliance with every provision of this Agreement.
18. SEVERABILITY: If any part or parts of this Agreement shall be held
unenforceable for any reason, the remainder of this Agreement shall continue in full force
and effect. If any provision of this Agreement is deemed invalid or unenforceable by any
court of competent jurisdiction, and if limiting such provision would make the provision
valid, then such provision shall be deemed to be construed as so limited.
19. ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between
the Parties and supersedes any prior understanding or representation of any kind
preceding the date of this Agreement. There are no other promises, conditions,
understandings or other agreements, whether oral or written, relating to the subject matter
of this Agreement. This Agreement may be modified in writing and must be signed by
both the Company and Contractor.
20. NOTICE: Any notice required or otherwise given pursuant to this Agreement shall
be in writing and mailed certified return receipt requested, postage prepaid, or delivered
by overnight delivery service, addressed as follows:
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Either party may change such addresses from time to time by providing notice as set forth
21. GOVERNING LAW: This Agreement shall be governed by and construed in
accordance with the laws of the State of Arizona.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed the
day and year first written above.
(Name – Please Print)
(Name – Please Print)
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