Employee C2C Agreement

EMPLOYEE C2C AGREEMENT

This Employee C2C Agreement (the Agreement) is entered into as of by and between Client Name: with an address at (Client), and Contractor Company Name: with an authorized representative Contact Person: and principal place of business at (Contractor).

RECITALS

WHEREAS, Client desires to engage Contractor to perform certain professional services, and Contractor, as an independent corporate entity, agrees to provide such services under the terms and conditions set forth herein.

SCOPE OF SERVICES

Contractor shall perform the services described in Exhibit A (Services) and any written statements of work signed by the parties. Services will be performed in a professional manner consistent with industry standards. Location of work:

TERM AND TERMINATION

The initial term of this Agreement shall commence on the Effective Date and continue for a period of unless earlier terminated in accordance with this Agreement. Either party may terminate for convenience upon days' written notice. Either party may terminate immediately for material breach that remains uncured for days after written notice.

COMPENSATION & INVOICING

INDEPENDENT CONTRACTOR STATUS

Contractor and Contractor personnel shall perform all Services as independent contractors. Nothing in this Agreement shall be interpreted or construed as creating or establishing the relationship of employer and employee, principal and agent, partnership or joint venture between Client and Contractor. Contractor retains the right to control the manner and means of performing the Services subject to Client's right to reject nonconforming work.

TAXES, BENEFITS, AND WITHHOLDING

Contractor is solely responsible for all federal, state, and local taxes, contributions and withholdings arising out of compensation paid under this Agreement, including but not limited to income taxes, social security, unemployment, and workers' compensation. Contractor acknowledges and agrees that Contractor personnel are not eligible for Client employee benefits.

CONFIDENTIALITY

Contractor shall hold in confidence and not disclose or use any Confidential Information except as necessary to perform the Services. Confidential Information includes non-public information regarding Client's business, technical processes, trade secrets, customer lists and pricing. Upon termination, Contractor shall promptly return or destroy all Confidential Information as directed by Client.

INTELLECTUAL PROPERTY

Contractor agrees that all work product, inventions, designs, developments, discoveries and improvements conceived or created in the performance of the Services (Work Product) shall be the sole and exclusive property of Client. Contractor hereby assigns and agrees to assign to Client all right, title and interest in and to such Work Product and to execute any documents reasonably requested to perfect Client's ownership.

NON-SOLICITATION

During the Term and for a period of 12 months following termination, Contractor shall not, directly or indirectly, solicit or induce any employee, contractor or customer of Client to terminate or reduce their relationship with Client.

INSURANCE

INDEMNIFICATION

Contractor shall indemnify, defend and hold harmless Client and its officers, directors and employees from and against any and all claims, liabilities, losses, damages, costs and expenses (including reasonable attorneys' fees) arising out of or relating to Contractor's negligence, willful misconduct, breach of this Agreement, or failure to comply with applicable laws.

COMPLIANCE; BACKGROUND CHECKS

Contractor represents and warrants that it and its personnel are authorized to work and hold any licenses required to perform the Services. Client may, at its discretion, require background checks for Contractor personnel; Contractor authorizes such checks and will provide necessary information upon request.

GOVERNING LAW & DISPUTE RESOLUTION

This Agreement shall be governed by the laws of the state of without regard to conflicts of law principles. Any dispute arising under this Agreement shall be resolved by binding arbitration in accordance with the parties' agreement to arbitrate, unless the parties agree otherwise in writing.

NOTICES

MISCELLANEOUS

This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements and understandings. No amendment shall be effective unless in writing and signed by both parties. If any provision is held invalid, the remaining provisions shall remain in full force and effect.

CONTRACTOR PERSONNEL INFORMATION

EMPLOYMENT HISTORY (Provide at least two)

EDUCATION

REFERENCES (PROFESSIONAL)

LEGAL DISCLOSURES & ACKNOWLEDGMENTS

At-Will Employment Statement: Contractor acknowledges that engagement of Contractor personnel is not employment by Client and that Client retains the right to terminate access to its facilities or systems at any time. This clause does not create an employment relationship or alter Contractor's status as an independent entity.

Equal Opportunity Statement: Client is an equal opportunity organization and does not discriminate in selection of contractors or personnel on the basis of race, color, religion, sex, national origin, age, disability, or any other protected characteristic under applicable law.

AUTHORIZATION & CERTIFICATION

I certify that all information provided in this Agreement and accompanying attachments is true and complete to the best of my knowledge. I authorize Client to contact prior employers and references and to perform background checks as reasonably necessary to verify qualifications and suitability for the Services.

Corporation LLC Sole Proprietor Other:

ADDITIONAL TERMS / SPECIAL INSTRUCTIONS

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