Grouped Into 9 Collections of Similar Clauses From Business Contracts
This page contains Independent Contractor Relationship clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Independent Contractor Relationship. Contractor's relationship with Company is that of an independent contractor, and nothing in this Agreement is intended to, or should be construed to, create a partnership, agency, joint venture or employment relationship. Contractor will not be entitled to any of the benefits which Company may make available to its employees, including, but not limited to, group health or life insurance, profit-sharing or retirement benefits. Contractor is not authorized to make any representation, contract or c...ommitment on behalf of Company. Contractor is solely responsible for, and will file, on a timely basis, all tax returns and payments required to be filed with, or made to, any federal, state or local tax authority with respect to the performance of services and receipt of fees under this Agreement. Contractor is solely responsible for, and must maintain adequate records of, expenses incurred in the course of performing services under this Agreement. No part of Contractor's compensation will be subject to withholding by Company for the payment of any social security, federal, state or any other employee payroll taxes. Company will regularly report amounts paid to Contractor by filing Form 1099-MISC with the Internal Revenue Service as required by law.View More
Independent Contractor Relationship. Contractor's (a) Consultant's relationship with Company is that of an independent contractor, and nothing in this Agreement is intended to, or should shall be construed to, create a partnership, agency, joint venture venture, employment or employment similar relationship. Contractor Consultant will not be entitled to any of the benefits which that Company may make available to its employees, including, but not limited to, group health or life insurance, profit-sharing or retirement benefits. Con...tractor benefits, vacation days, sick days, or holidays. Consultant is not authorized to make any representation, contract or commitment on behalf of Company. Contractor Company unless specifically requested or authorized in writing to do so by a Company manager. Consultant is solely responsible for, and will file, on a timely basis, all tax returns and payments required to be filed with, or made to, any federal, state or local tax authority with respect to the performance of services and receipt of fees under this Agreement. Contractor Consultant is solely responsible for, and must maintain adequate records of, expenses incurred in the course of performing services under this Agreement. No part of Contractor's Consultant's compensation will be subject to withholding by Company for the payment of any social security, federal, state or any other employee payroll taxes. Consultant is solely responsible for and assumes full responsibility for (as applicable) the payment of FICA, FUTA and income taxes and compliance with any other international, federal, state, or local laws, rules and regulations. Company will regularly report amounts paid to Contractor Consultant by filing Form 1099-MISC with the Internal Revenue Service as required by law. (b) Company understands and agrees that Consultant shall render services in whatever manner deemed appropriate by Consultant. During the term of this Agreement, Consultant agrees to perform the services on a professional best-efforts basis, in accordance with all applicable laws and regulations and in accordance with the highest applicable industry standards. (c) Company shall not control or direct, nor shall the Company have any right to control or direct, the result of or the details, methods, manner or means by which Consultant performs his or her business or services, except that Consultant shall coordinate services with the Company, shall provide services in accordance with generally accepted industry standards and in compliance with all international, federal, state, and local laws. 1 (d) Consultant has and will at all times retain the exclusive right to control and direct the method, details, and means of performing the services under this Agreement. Company shall not specify the amount of time required to perform individual aspects of the services. Consultant's services are not exclusive to the Company, and Consultant may render services for other business entities. View More
Independent Contractor Relationship. Contractor's Consultant's relationship with Company is that of an independent contractor, and nothing in this Agreement is intended to, or should shall be construed to, create a partnership, agency, joint venture venture, employment or employment similar relationship. Contractor Consultant will not be entitled to any of the benefits which that Company may make available to its employees, including, but not limited to, group health or life insurance, profit-sharing or retirement benefits. Contrac...tor Consultant is not authorized to make any representation, contract or commitment on behalf of Company. Contractor Company unless specifically requested or authorized in writing to do so by a Company manager. Consultant is solely responsible for, and will file, on a timely basis, all tax returns and payments required to be filed with, or made to, any federal, state or local tax authority with respect to the performance of services and receipt of fees under this Agreement. Contractor Consultant is solely responsible for, and must maintain adequate records of, expenses incurred in the course of performing services under this Agreement. No part of Contractor's Consultant's compensation will be subject to withholding by Company for the payment of any social security, federal, state or any other employee payroll taxes. Company will regularly report amounts paid to Contractor Consultant by filing Form 1099-MISC 1099‐MISC with the Internal Revenue Service as required by law. View More
Independent Contractor Relationship. Contractor's relationship with Company is that of an independent contractor, and nothing in this Agreement is intended to, or should will be construed to, create a partnership, agency, joint venture venture, employment or employment similar relationship. Contractor will not be entitled to any of the benefits which that Company may make available to its employees, including, but not limited to, group health or life 1 insurance, profit-sharing or retirement benefits. Contractor is not authorized t...o make any representation, contract or commitment on behalf of Company. Company unless specifically requested or authorized in writing to do so by a Company manager. Contractor is solely responsible for, and will file, on a timely basis, all tax returns and payments required to be filed with, or made to, any federal, state or local tax authority with respect to the performance of services and receipt of fees under this Agreement. Contractor is solely responsible for, and must maintain adequate records of, expenses incurred in the course of performing services under this Agreement. No part of Contractor's compensation will be subject to withholding by Company for the payment of any social security, federal, state or any other employee payroll taxes. Company will regularly report amounts paid to Contractor by filing Form 1099-MISC with the Internal Revenue Service as required by law. Disclosure and Assignment of Work Resulting from Project Assignments. View More
Independent Contractor Relationship. Consultant is an independent contractor and not an employee of the Client. Nothing in this Agreement is intended to, or should be construed to, create a partnership, agency, joint venture or employment relationship. The manner and means by which Consultant chooses to complete the consulting services are in Consultant's sole discretion and control. In completing the consulting services, Consultant agrees to provide his own equipment, tools, and other materials at his own expense. Consultant is no...t authorized to represent that he is an agent, employee, or legal representative of the Client. Consultant is not authorized to make any representation, contract, or commitment on behalf of Client or incur any liabilities or obligations of any kind in the name of or on behalf of the Client. Consultant shall be free at all times to arrange the time and manner of performance of the consulting services. Consultant is not required to maintain any schedule of duties or assignments. Consultant is also not required to provide reports to the Client. In addition to all other obligations contained herein, Consultant agrees: (a) to proceed with diligence and promptness and hereby warrants that such services shall be performed in accordance with the highest professional standards in the field to the satisfaction of the Client; and (b) to comply, at Consultant's own expense, with the provisions of all state, local, and federal laws, regulations, ordinances, requirements and codes which are applicable to the performance of the services hereunder.View More
Independent Contractor Relationship. Consultant is an independent contractor and not an employee of the Client. Nothing in this Agreement is intended to, or should be construed to, create a partnership, agency, joint venture or employment relationship. The manner and means by which Consultant chooses to complete the consulting services are in Consultant's sole discretion and control. In completing the consulting services, Consultant agrees to provide his own equipment, tools, tools and other materials at his own expense. Consultant... is not authorized to represent that he is an agent, employee, or legal representative of the Client. Consultant is not authorized to make any representation, contract, or commitment on behalf of Client or incur any liabilities or obligations of any kind in the name of or on behalf of the Client. Consultant shall be free at all times to arrange the time and manner of performance of the consulting services. Consultant is not required to maintain any schedule of duties or assignments. Consultant is also not required to provide reports to the Client. In addition to all other obligations contained herein, Consultant agrees: (a) to proceed with diligence and promptness and hereby warrants that such services shall be performed in accordance with the highest professional standards in the field to the satisfaction of the Client; and (b) to comply, at Consultant's own expense, with the provisions of all state, local, and federal laws, regulations, ordinances, requirements and codes which are applicable to the performance of the services hereunder. 3 7. Consultant's Responsibilities. As an independent contractor, the mode, manner, method and means used by Consultant in the performance of services shall be of Consultant's selection and under the sole control and direction of Consultant. Consultant shall be responsible for all risks incurred in the operation of Consultant's business and shall enjoy all the benefits thereof. Any persons employed by or subcontracting with Consultant to perform any part of Consultant's obligations hereunder shall be under the sole control and direction of Consultant and Consultant shall be solely responsible for all liabilities and expenses thereof. The Client shall have no right or authority with respect to the selection, control, direction, or compensation of such persons. View More
Independent Contractor Relationship. Consultant is an independent contractor and not an employee of the Client. Nothing in this Agreement is intended to, or should be construed to, create a partnership, agency, joint venture or employment relationship. The manner and means by which Consultant chooses to complete the consulting services are in Consultant's sole discretion and control. In completing the consulting services, Consultant agrees to provide his his/her own equipment, tools, tools and other materials at his his/her own exp...ense. expense, other than equipment required to be provided by Client for security reasons or in order for the Consultant to provide the Services. Consultant is not authorized to represent that he he/she is an agent, employee, or legal representative of the Client. Client, other than as authorized in writing by the Executive. Consultant is not authorized to make any representation, contract, or commitment on behalf of Client or incur any liabilities or obligations of any kind in the name of or on behalf of the Client. Client, other than as authorized in writing by the Executive or as is expected of the Chief Financial Officer. Consultant shall be free at all times to arrange the time and manner of performance of the consulting services. Consultant is not required to maintain any schedule of duties or assignments. Consultant is also not required to provide reports to the Client. In addition to all Client, other obligations contained herein, Consultant agrees: (a) to proceed with diligence and promptness and hereby warrants that such services shall be performed than as requested in accordance with writing by the highest professional standards in the field to the satisfaction of the Client; and (b) to comply, at Consultant's own expense, with the provisions of all state, local, and federal laws, regulations, ordinances, requirements and codes which are applicable to the performance of the services hereunder. Executive. View More
Independent Contractor Relationship. Consultant is an independent contractor and not an employee of the Client. Nothing in this Agreement is intended to, or should be construed to, create a partnership, agency, joint venture or employment relationship. The manner and means by which Consultant chooses to complete the consulting services Services are in Consultant's sole discretion and control. In completing the consulting services, Services, Consultant agrees to provide his own equipment, tools, tools and other materials at his own ...expense. Consultant is not authorized to represent that he is an agent, employee, or legal representative of the Client. Consultant is not authorized to make any representation, contract, or commitment on behalf of Client or incur any liabilities or obligations of any kind in the name of or on behalf of the Client. Consultant shall be free at all times to arrange the time and manner of performance of the consulting services. Services. Consultant is not required to maintain any schedule of duties or assignments. Consultant is also not required to provide reports to the Client. In addition to all other obligations contained herein, Consultant agrees: (a) agrees to proceed with diligence and promptness and hereby warrants that such services shall be performed comply in accordance with the highest professional standards in the field to the satisfaction of the Client; and (b) to comply, all material respects, at Consultant's own expense, with the provisions of all state, local, and federal laws, regulations, ordinances, requirements and codes which are applicable to the performance of the services hereunder. Services hereunder and to act with integrity and professionalism. View More
Independent Contractor Relationship. Consultant shall perform the Services under the general direction of Company but Consultant shall determine, in Consultant's sole discretion, the manner and means by which the Services are accomplished. The Parties expressly agree that Consultant's engagement shall be that of an independent contractor, and under no circumstances shall Consultant, or any of Consultant's employees or agents, be deemed an employee, partner, agent or joint venture of Company or any of its affiliates.
Independent Contractor Relationship. Consultant shall perform the Services under the general direction of Company but Consultant shall determine, in Consultant's sole discretion, the manner and means by which the Services are accomplished. The Parties expressly agree that Consultant's engagement shall be that of an independent contractor, and under no circumstances shall Consultant, or any of Consultant's employees or agents, be deemed an employee, partner, agent or joint venture of Company or any of its affiliates.
Independent Contractor Relationship. For the purposes of this Agreement, the Parties hereto are independent contractors and nothing contained in this Agreement shall be construed to place them in the relationship of partners, principal and agent, employer/employee or joint venturers. Neither Party shall have the power or right to bind or obligate the other Party, and neither Party shall hold itself out as having such authority.
Independent Contractor Relationship. For Notwithstanding any provision herein to the purposes of this Agreement, contrary, the Parties parties hereto are independent contractors contractors, and nothing contained in this Agreement or in any Work Order shall be construed to place them in the relationship of partners, principal and agent, employer/employee employer and employee, or joint venturers. Neither Party Each party agrees that it shall have the no power or right to bind or obligate the other Party, other, and neither Party pa...rty shall hold itself out as having such authority. View More
Independent Contractor Relationship. Service Provider's relationship with the Company shall be solely that of an independent contractor, and nothing in this Agreement shall be construed to create a partnership, joint venture or employer-employee relationship. Service Provider is not the agent of the Company and is not authorized to make any representation, contract or commitment on behalf of the Company. Service Provider shall not be entitled to any of the ***Certain Confidential Information Omitted 2. CERTAIN CONFIDENTIAL INFORMAT...ION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. benefits that the Company may make available to its employees, such as group insurance, profit-sharing or retirement benefits. Service Provider shall be solely responsible for all tax returns and payments required to be filed with or made to any federal, state or local tax authority with respect to Service Provider's and its personnel's performance of the Services and Service Provider's receipt of any compensation pursuant to this Agreement. The Company will regularly report amounts paid to Service Provider by filing Form 1099-MISC with the Internal Revenue Service as required by law.View More
Independent Contractor Relationship. Service Provider's relationship with the Company shall be solely that of an independent contractor, and nothing in this Agreement shall be construed to create a partnership, joint venture or employer-employee relationship. Service Provider is not the agent of the Company and is not authorized to make any representation, contract or commitment on behalf of the Company. Service Provider shall not be entitled to any of the ***Certain Confidential Information Omitted ***Confidential Treatment Reques...ted 2. CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. benefits that the Company may make available to its employees, such as group insurance, profit-sharing or retirement benefits. Service Provider shall be solely responsible for all tax returns and payments required to be filed with or made to any federal, state or local tax authority with respect to Service Provider's and its personnel's performance of the Services and Service Provider's receipt of any compensation pursuant to this Agreement. The Company will regularly report amounts paid to Service Provider by filing Form 1099-MISC with the Internal Revenue Service as required by law. View More
Independent Contractor Relationship. Your relationship with Company under this Exclusive Consulting Agreement is that of an independent contractor, and nothing herein is intended to, or shall be construed to, create a partnership, agency, joint venture, employment, or similar relationship. You will not be entitled to any of the benefits that Company may make available to its employees, including, but not limited to, group health or life insurance, profit‐sharing benefits, or retirement benefits, or awards under the Plan unless expr...essly provided in writing otherwise. You agree that providing services under this Exclusive Consulting Agreement shall not be treated as Service for purposes of the Plan or the Award. You are not authorized to make any representation, contract, or commitment on behalf of Company unless specifically requested or authorized in writing to do so by a Company officer. You are solely responsible for, and will file, on a timely basis, all tax returns and payments required to be filed with, or made to, any federal, state, or local tax authority. You will indemnify and hold harmless Company from and against any and all tax liability related to this Exclusive Consulting Agreement as well as any claims, actions, or charges arising out of or caused by your classification as an independent contractor. You shall not, during the Term, without the prior written consent of the Committee, engage in any work, services, or other activities for any person or entity which directly or indirectly competes with Company in any way. This includes, but is not limited to acting as an employee, officer, director, contractor, owner, consultant, or agent of any such person or entity. The determination of whether a person or entity is competitive with Company shall be subject to the sole and exclusive discretion of the Committee. You shall act in the best interest of Company while providing the Exclusive Consulting Services to Company.View More
Independent Contractor Relationship. Your relationship with Company under this Exclusive Consulting Agreement is that of an independent contractor, and nothing herein is intended to, or shall be construed to, create a partnership, agency, joint venture, employment, or similar relationship. You will not be entitled to any of the benefits that Company may make available to its employees, including, but not limited to, group health or life insurance, profit‐sharing benefits, or retirement benefits, or awards under the Plan unless expr...essly provided in writing otherwise. You agree that providing services under this Exclusive Consulting Agreement shall not be treated as Service for purposes of the Plan or the Award. You are not authorized to make any representation, contract, or commitment on behalf of Company unless specifically requested or authorized in writing to do so by a Company officer. You are solely responsible for, and will file, on a timely basis, all tax returns and payments required to be filed with, or made to, any federal, state, or local tax authority. You will indemnify and hold harmless Company from and against any and all tax liability related to this Exclusive Consulting Agreement as well as any claims, actions, or charges arising out of or caused by your classification as an independent contractor. contractor.4. Exclusivity. 4.1 The consultancy arrangement contemplated by this Exclusive Consulting Agreement shall be on an exclusive basis. You shall not, during the Term, without the prior written consent of the Compensation Committee, engage in any work, services, or other activities for any person or entity which directly or indirectly competes with Company in any way. This includes, but is not limited to acting as an employee, officer, director, contractor, owner, consultant, or agent of any such person or entity. The determination of whether a person or entity is competitive with Company shall be subject to the sole and exclusive discretion of the Compensation Committee. Notwithstanding the above, the Compensation Committee may elect to waive this Exclusivity provision as to any particular person or entity in its sole and exclusive discretion. Such a waiver shall not extend to any other persons or entities. You shall act in the best interest of Company while providing the Exclusive Consulting Services to Company. View More
Independent Contractor Relationship. Consultant's relationship with Company will be that of an independent contractor, and nothing in this Agreement is intended to, or should be construed to, create a partnership, agency, joint venture or employment relationship. Consultant will not be entitled to any of the benefits that Company may make available to its employees, including, but not limited to, group health, life insurance, profit-sharing or retirement benefits, paid vacation, holidays or sick leave. Consultant will be solely res...ponsible for obtaining any business or similar licenses required by any federal, state or local authority for Consultant to perform the Services. No part of Consultant's compensation will be subject to withholding by Company for the payment of any social security, federal, state or any other employee payroll taxes. Company will regularly report amounts paid to Consultant by filing a Form 1099-MISC with the Internal Revenue Service as required by law. Consultant will be solely responsible for, and will file on a timely basis, all tax returns and payments required to be filed with, or made to, any federal, state or local tax authority with respect to the performance of services and receipt of fees under this Agreement. 5.1 Method of Performing Services. In accordance with Company's objectives, Consultant will determine the method, details and means of performing the Services. Company shall have no right to, and shall not, control the manner or determine the method of performing Consultant's Services. Consultant shall provide the Services for which Consultant is engaged to the reasonable satisfaction of Company and in compliance with all applicable federal, state and local laws. 1 5.2 Workplace, Hours and Instrumentalities. Consultant may perform the Services at any place or location and at such times as Consultant shall determine. Consultant agrees to provide all tools, supplies and instrumentalities, if any, required to perform the Services; however.View More
Independent Contractor Relationship. Consultant's relationship with Company will be that of an independent contractor, contractor and nothing in this Agreement is intended to, or should be construed to, create a partnership, agency, joint venture or employment relationship. Consultant will not be entitled to any of the benefits that Company may make available to its employees, including, but not limited to, group health, life insurance, profit-sharing or retirement benefits, stock option plans, paid vacation, holidays personal leav...e, or sick leave. holidays. Consultant shall be entitled to all benefits or privileges provided to Company consultants under any existing Company policy or practice, including but not limited to the right to continue vesting in any stock options granted to the Consultant while previously employed by the Company. 4.1 Authority. Consultant will not be authorized to make any representation, contract or commitment on behalf of the Company unless specifically requested or authorized in writing to do so by the Chief Executive Officer of Company or the Board of Directors. 4.2 Licenses and Insurance. Consultant will be solely responsible for obtaining any business or similar licenses required by any federal, state or local authority authority. Consultant assumes all risk connected with work to be performed. Consultant further assumes responsibility for Consultant to perform the Services. No part Workers' Compensation for himself and any employees of Consultant's compensation will be subject to withholding by Company for the payment of any social security, federal, state or any other employee payroll taxes. Company will regularly report amounts paid to Consultant by filing a Form 1099-MISC with the Internal Revenue Service as required by law. Consultant. 4.3 Taxes. Consultant will be solely responsible for, and will file on a timely basis, all tax returns and payments required to be filed with, or made to, any federal, state or local tax authority with respect to the performance of services and receipt of fees under this Agreement. 5.1 Consultant's compensation under this Agreement will not be subject to withholding by Company for the payment of any social security, federal, state or any other employee payroll taxes. Company will regularly report amounts paid to Consultant by filing a Form 1099-MISC with the Internal Revenue Service as required by law. 4.4 Method of Performing Services. Services; Results. In accordance with Company's objectives, Consultant will determine the method, details and means of performing the Services. services required by this Agreement. Unless specifically directed by the Company, the Company shall have no right to, and shall not, not control the manner or determine the method of performing Consultant's Services. services. Consultant shall provide the Services services for which Consultant is engaged to the reasonable satisfaction of Company Company. 4.5 Warranties. Consultant warrants that the services to be performed under this Agreement shall be performed in a diligent manner in accordance with applicable industry and in compliance with all professional standards, and that the work product will be free from defects and conform to applicable federal, state specifications. Consultant will, at no expense to Company, provide error corrections and local laws. 1 5.2 make such additions, modifications or adjustments as may be necessary to correct nonconforming work product. 4.6 Workplace, Hours and Instrumentalities. Consultant may perform the Services services required by this Agreement at any place or location and at such times as Consultant shall determine. Consultant agrees to provide all tools, supplies tools and instrumentalities, if any, required to perform the Services; however. services under this Agreement. View More
Independent Contractor Relationship. This Agreement is intended to create an independent contractor relationship between Consultant and Company. (a) No Taxes Withheld from Compensation. Company will not withhold any taxes from any compensation paid to Consultant according to this Agreement. It is acknowledged and agreed by the parties that Company has not, is not, and shall not be obligated to make, and that it is the sole responsibility of Consultant to make, in connection with compensation paid to Consultant according to this Agr...eement, all periodic filings and payments required to be made in connection with any withholding taxes, FICA taxes, Federal unemployment taxes, and any other federal, state or local taxes, payments or filings required to be paid, made or maintained. (b) Consultant Controls Time and Effort. It is agreed that Company is interested only in the ultimate results of Consultant's activities pursuant to this Agreement, and that Consultant shall have exclusive control over the time and effort invested by Consultant pursuant to this Agreement, and the manner and means of Consultant's performance under this Agreement. (c) Independence from Company. The parties further agree that Consultant shall have no control or supervision over Company's employees, officers, directors, representatives or affiliates. Consultant will not represent that it is an employee of Company. Consultant shall at all times represent himself and be construed as independent of Company. Consultant shall not, under any circumstances, be deemed to be a servant or employee of Company for any purpose, including for Federal tax purposes. Consultant's relationship to Company is that of an independent contractor, and nothing in this Agreement shall constitute this Agreement as a joint venture or partnership between Consultant and Company. Consultant shall have no authority to bind Company or any of its employees, officers, directors, representatives or affiliates by any promise or representation, oral or otherwise, unless specifically authorized in a writing bearing an authorized signature of a Company officer, director or representative. All discussions and negotiations with any source for funding and/or financing shall be conducted by Company.View More
Independent Contractor Relationship. This Agreement is intended to create an independent contractor relationship between Consultant and Company. (a) No Taxes Withheld from Compensation. Company will not withhold any taxes from any compensation paid to Consultant according to this Agreement. It is acknowledged and agreed by the parties that Company has not, is not, and shall not be obligated to make, and that it is the sole responsibility of Consultant to make, in connection with compensation paid to Consultant according to this Agr...eement, all periodic filings and payments required to be made in connection with any withholding taxes, FICA taxes, Federal unemployment taxes, and any other federal, state or local taxes, payments or filings required to be paid, made or maintained. 1 (b) Consultant Controls Time and Effort. It is agreed that Company is interested only in the ultimate results of Consultant's activities pursuant to this Agreement, and that Consultant shall have exclusive control over the time and effort invested by Consultant pursuant to this Agreement, and the manner and means of Consultant's performance under this Agreement. Company recognizes that Consultant now renders and may continue to render Consulting, financial consulting, management, investment banking and other services to other companies that may or may not conduct business and activities similar to those of the Company. Consultant shall be free to render such advice and other services and the Company hereby consents thereto. Consultant shall not be required to devote its full time and attention to the performance of its duties under this Agreement, but shall devote only so much of its time and attention as it deems reasonable or necessary to fulfill its obligation hereunder. (c) Independence from Company. The parties further agree that Consultant and/or any representative of the Consultant ("Representative'*) shall have no control or supervision over Company's employees, officers, directors, representatives or affiliates. Consultant or Representative will not represent that it is an employee of Company. Consultant or Representative shall at all times represent himself itself and be construed as independent of Company. Consultant or Representative shall not, under any circumstances, be deemed to be a servant or employee of Company for any purpose, including for Federal tax purposes. Consultant's relationship or Representative's relationships to Company is that of an independent contractor, and nothing in this Agreement shall constitute this Agreement as a joint venture or partnership between Consultant and Company. Consultant shall have no authority to bind Company or any of its employees, officers, directors, representatives or affiliates by any promise or representation, oral or otherwise, unless specifically authorized in a writing bearing an authorized signature of a Company officer, director or representative. All discussions and negotiations with any source for funding and/or financing shall be conducted by Company.View More
Independent Contractor Relationship. (a) The Consultant acknowledges that it is an independent contractor and not an employee of the Company, and that it is not the legal representative or agent of, nor does it have the power to obligate the Company for any purpose other than specifically provided in this Agreement. The Consultant further acknowledges that the scope of its engagement hereunder does not include any supervisory responsibilities with respect to the Company's personnel. The Consultant expressly acknowledges that the re...lationship intended to be created by this Agreement is a business relationship based entirely on, and circumscribed by, the express provisions of this Agreement and that no partnership, joint venture, agency, fiduciary or employment relationship is intended or created by reason of this Agreement. (b) The Company shall carry no worker's compensation insurance or any health or accident insurance to cover the Consultant or its employees. The Company shall not pay contributions to social security, unemployment insurance, federal or state withholding taxes, nor provide any other contributions or benefits, which might be expected in an employer-employee relationship. Neither the Consultant nor its employees shall be entitled to medical coverage, life insurance or to participation in any current or future Company pension plan. Notwithstanding the foregoing, the Company shall reimburse the Consultant for his COBRA premiums during the term of this Agreement. (c) The Company shall issue the Consultant a Form 1099 for all payments made hereunder. All taxes, withholding and the like on any and all amounts paid under this Agreement shall be the Consultant's responsibility. The Consultant agrees that it shall indemnify and hold the Company, its affiliates, and agents, harmless from and against any judgments, fines, costs, or fees associated with such payments hereunder.View More
Independent Contractor Relationship. (a) The Consultant acknowledges that it he is an independent contractor and not an employee of the Company, and that it he is not the legal representative or agent of, nor does it he have the power to obligate the Company for any purpose other than specifically provided in this Agreement. The Consultant further acknowledges that the scope of its engagement hereunder does not include any supervisory responsibilities with respect to the Company's personnel. The Consultant expressly acknowledges th...at the relationship intended to be created by this Agreement is a business relationship based entirely on, and circumscribed by, the express provisions of this Agreement and that no partnership, joint venture, agency, fiduciary or employment relationship is intended or created by reason of this Agreement. (b) The Company shall carry no worker's compensation insurance or any health or accident insurance to cover the Consultant or its employees. The Company shall not pay contributions to social security, unemployment insurance, federal or state withholding taxes, nor provide any other contributions or benefits, which might be expected in an employer-employee relationship. Neither the Consultant nor its employees shall be entitled to medical coverage, life insurance or to participation in any current or future Company pension plan. Notwithstanding the foregoing, the Company shall reimburse the Consultant for his COBRA premiums during the term of this Agreement. (c) The Company shall issue the Consultant a Form 1099 for all payments made hereunder. All taxes, withholding and the like on any and all amounts paid under this Agreement shall be the Consultant's responsibility. The Consultant agrees that it he shall indemnify and hold the Company, its affiliates, and agents, harmless from and against any judgments, fines, costs, or fees associated with such payments hereunder. 2 6. Termination. (a) Either party may terminate this Agreement subject to providing 30 days written notice to the other party. In the event of a material default under this Agreement by either party, the other party may terminate this Agreement if such default is not cured within 10 days following delivery of written notice of such default. Notwithstanding the preceding, in the event of a violation by the Consultant of Section 7, the Company may terminate this Agreement immediately upon written notice to the Consultant. (b) Upon termination of this Agreement, the Company shall reimburse the Consultant for any reasonable expenses previously incurred for which the Consultant had not been reimbursed prior to the effective date of termination, provided that the requirements of Section 4(c) have been satisfied. Any and all other rights granted to the Consultant under this Agreement shall terminate as of the date of such termination, except for any consulting fees due and commissions which shall be payable as set forth in this Agreement. Provided, however, that if a Term Sheet or Letter of Intent has been executed prior to termination of this Agreement and the Transaction later closes, the Consultant will receive commissions as set forth above. View More
