Corporation as an Independent Contractor by omb19852

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									            INDEPENDENT CONTRACTOR AGREEMENT

AGREEMENT, between ______________ (hereinafter "the Corporation")                    and
_____________________ (hereinafter the "Independent Contractor").

Now, therefore, the parties hereto agree as follows:

1.    RETAINER. The Corporation agrees to retain the services of the Independent
Contractor, and the Independent Contractor agrees to serve the Corporation upon the
terms and conditions hereinafter set forth.

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begin optional Paragraphs:

2.   TERM. The term of this Agreement shall commence on __________ 20__
("Commencement Date") and shall end on ____________. 20__.

2.   TERM. The term of this Agreement shall commence on Wednesday,
__________ 20__ ("Commencement Date"). Either party may terminate this
Agreement at any time.

2.      TERM. The term of this Agreement shall commence on __________ 20__
("Commencement Date"). Either party may terminate this Agreement by providing the
other party written notification at least 30 days prior to the ending date. Such
notification shall not be required in cases where the Agreement is being terminated by
one of the parties on account of a substantial breach by the other party in the
performance of its duties as required herein.

2.     TERM. This Agreement shall become effective on the earlies date upon which
both the Corporation and the Consultant have executed document (below) and shall
remain in effect until it is terminated. Either party may terminate this Agreement at any
time and for any reason. Should this agreement be terminated by either party,
Consultant agrees that the payment in full for all amounts owed up to the date of
termination shall fully satisfy all claims against the Corporation under this Agreement.


end of optional paragraphs
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3.     DUTIES. During the term of this Agreement the Independent Contractor shall
serve the Corporation by performing the duties described in the "Scope of Services"
which is attached hereto and labeled "Exhibit A".

4.     TIME REQUIREMENTS. The Independent Contractor shall devote sufficient
time to its duties under this Agreement as may be necessary and shall periodically, or
at any time upon the request of the Corporation, submit data as requested.
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begin optional Paragraphs:

5.     COMPENSATION. The Corporation shall pay to the Consultant a fee in the
amount of $_______ per month. The fee shall be payable on the first day of each
month. If the Commencement Date of this Agreement falls on a day other than the first
day of the month, the fee payable to the Consultant for the first month shall be a pro
rata portion of the monthly fee based on the number of days that Agreement was in
effect for that month. The Corporation shall not be in default on account of late
payment so long as it makes the payment withing 14 days of the due date.

5.     COMPENSATION. The Corporation shall pay to the Independent Contractor for
its services a sum in the aggregate amounting to $_________. This compensation
shall be disbursed in ______ (__) equal monthly installments of $_______ each which
shall be due and payable on the 15th day of the month beginning with __________
(enter date)

5.     COMPENSATION. The Corporation shall pay the Independent Contractor at a
rate of $_____________ per hour for services performed pursuant to this Agreement.
To obtain a payment, the Independent Contractor must submit an invoice to the
Corporation itemizing the work that is being billed for during the time period covered by
such invoice. Each invoice must show the dates that the work was performed along
with an itemized breakdown of the amount of time that was expended for each separate
task. Corporation shall pay Independent Contractor within ____________business
days after receiving Independent Contractor's invoice.

5.     COMPENSATION. The Corporation shall pay the Independent Contractor at a
rate of $_______ per hour for services performed pursuant to this Agreement. The
Independent Contractor shall submit invoices to the Corporation only for work
performed at the Corporation's main place of business (unless such out of office work
was specifically preauthorized by the Corporation's President). The Corporation shall
provide the Independent Contractor with a fixed schedule showing the days of the week
and hours of the day that the Independent Contractor would normally be expected to be
in attendance at the Corporation's main place of business. In determining this schedule
the Corporation shall make reasonable accommodation for the articulated needs of the
Independent Contractor. The Corporation may modify this schedule from time to time.
The Independent Contractor may make reasonable temporary deviations from this
schedule provided that he has given reasonable prior notification to the Corporation. To
obtain a payment, the Independent Contractor must submit an invoice to the
Corporation itemizing the work that is being billed for during the time period covered by
such invoice. Each invoice must show the dates and hours that the work was
performed. Corporation shall pay Independent Contractor within ____________
business days after receiving Independent Contractor's invoice.

5.    COMPENSATION. For the Services to be performed by the Independent
Contractor in accordance with the provisions of this Agreement, the Corporation shall
pay to the Independent Contractor $___________. _______ percent (__%) of this
total amount shall be payable to the Independent Contractor within 15 days following
the Commencement Date.

5.      COMPENSATION. The Corporation shall pay to the Independent Contractor for
his services sums in the aggregate amounting to $______. This amount shall be paid
in the following installments:

FIRST INSTALLMENT: $______ by the Commencement Date.

SECOND INSTALLMENT: $________ shall be payable thirty days following the
Commencement Date.

FINAL lNSTALLMENT: $_______ due upon the completion of the Independent
Contractor's work (alternative" on ____________)

5.     COMPENSATION. (insert . . . manner of payment (fixed fee? hourly rate? Upon
invoice? lump sum payment? monthly installments?


end of optional paragraphs
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6.      INDEMNIFICATION AND HOLD HARMLESS PROVISION. The Independent
Contractor agrees hereby to indemnify and hold harmless the Corporation from any and
all claims which may arise out of and in the course of the performance of her duties
hereunder which are the result of her negligence or otherwise tortious conduct.. Any
and all claims for unemployment benefits and or claims for workers' compensation
benefits are hereby expressly waived by the within Consultant who agrees to maintain
separate policies of liability, health, and accident insurance as may be necessary or
required by the Corporation in connection with the performance of her duties herein.

7.      RELATIONSHIP BETWEEN PARTIES. The Independent Contractor is retained
by the Corporation only for the purposes and to the extent set forth in this Agreement,
and his relation to the Corporation shall, during the period or periods of his services
hereunder, be that of an Independent Contractor. The Corporation shall provide for the
convenience of the Independent Contractor a desk and telephone at its place of
business but the Independent Contractor shall not be required to use them. The
Independent Contractor shall have no fix hours of work but shall be expected to
complete the tasks assigned by the Corporation. The Corporation shall not supervise
the Independent Contractor's work but shall judge that work based on the following
factors: accomplishment of the tasks assigned by the Corporation; the quality of the
work; and, the meeting of any Corporation imposed time deadlines. The Corporation
understands that the Independent Contractor may, from time to time, have additional
clients. The Independent Contractor shall be free to dispose of such portion of his entire
time, energy, and skill during regular business hours as he is not obligated to devote
hereunder to the Corporation in such manner as he sees fit and to such persons, firms,
or corporations as he deems advisable. The Independent Contractor shall not be
considered as having an employee status nor as being entitled to participate in any
plans, arrangements, or distributions by the Corporation pertaining to or in connection
with any insurance, unemployment compensation, pension, stock, bonus, profit-
sharing, or similar benefits for their regular employees.

8.    PROFESSIONAL RESPONSIBILITY. Nothing in this Agreement shall be
construed to interfere with or otherwise affect the rendering of services by the
Independent Contractor in accordance with his independent and professional judgment.

9.      NONDISCLOSURE OF INFORMATION CONCERNING BUSINESS Consultant
will not at any time, in any fashion, form, or manner, either directly or indirectly divulge,
disclose, or communicate to any person, firm, or corporation in any manner whatsoever
any information of any kind, nature, or description concerning any matters affecting or
relating to the business of Corporation, including, without limitation, the names of any
its customers, the prices it obtains or has obtained, or at which it sells or has sold its
housing, or any other information concerning the business of Corporation, its manner of
operation, or its plans, processes, or other date of any kind, nature, or description
without regard to whether any or all of the foregoing matters would be deemed
confidential, material, or important. The parties hereby stipulate that, as between them,
the foregoing matters are important, material, and confidential, and gravely affect the
effective and successful conduct of the business of Corporation, and its good will, and
that any breach of the terms of this section is a material breach of this agreement.

10.    CONSULTANT’S COMMITMENTS BINDING ON CORPORATION ONLY
WHEN PROPERLY AUTHORIZED. Consultant shall not have the right to make any
contracts or other commitments for or on behalf of Corporation without the express
authorization of the Corporation.

11.     CONTRACT TERMS TO BE EXCLUSIVE This written agreement contains the
sole and entire agreement between the parties, and supersedes any and all other
agreements between them. The parties acknowledge and agree that neither of them
has made any representation with respect to the subject matter of this agreement or
any representations inducing the execution and delivery hereof except such
representations as are specifically set forth herein, and each party acknowledges that
he or it has relied on his or its own judgment in entering into the agreement. The parties
further acknowledge that any statements or representations that may have heretofore
been made by either of them to the other are void and of no effect and that neither of
them has relied thereon in connection with his or her or its dealings with the other.

12.    WAIVER OR MODIFICATION INEFFECTIVE UNLESS IN WRITING No waiver
or modification of this agreement or of any covenant, condition, or limitation herein
contained shall be valid unless in writing and duly executed by the party to be charged
therewith. The provisions of this paragraph may not be waived except as herein set
forth.

13.   CONTRACT GOVERNED BY LAW                   This agreement and performance
hereunder shall be construed in accordance with the laws of the State of Florida.
14.   BINDING EFFECT OF AGREEMENT This agreement shall be binding on and
inure to the benefit of the respective parties and their respective heirs, legal
representatives, successors, and assigns.


IN WITNESS WHEREOF, the parties hereto agree to the above terms and have
caused this Agreement to be executed in their names by their duly authorized officers.


CORPORATION: ___________

By: _________________________                  _____________
    President                                  Date


Independent Contractor: ______________

___________________________                    _____________
  Signature                                    Date

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alternative signature for when Independent Contractor is a corporation
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Independent Contractor: ______________

By: _________________________                  _____________
    President                                  Date

								
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