Onboarding Packet

ONBOARDING PACKET

This Onboarding Packet (the Agreement) is made effective as of between:

RECITALS

WHEREAS, Company Name: desires to engage Service Provider to perform professional services as set forth in this Onboarding Packet;

WHEREAS, Service Provider Name: represents that it has the skill, experience and personnel necessary to perform such services on the terms and conditions contained herein;

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained in this Onboarding Packet, the parties agree as follows:

SCOPE OF WORK

PAYMENT TERMS

Company agrees to pay Provider the fees set forth below in consideration for services performed in accordance with the Scope of Work. Payment is contingent upon Provider's satisfactory performance and delivery of any required deliverables and invoices.

Late payments shall accrue interest at the lesser of 1.5% per month or the maximum rate permitted by applicable law. Late fee percentage:

TERM AND TERMINATION

Term Commencement Date:    Term Expiration Date:

Either party may terminate this Agreement for convenience upon written notice to the other party no less than days prior to the intended termination date. Either party may terminate immediately for material breach if such breach is not cured within thirty (30) days after written notice of breach.

CONFIDENTIALITY

"Confidential Information" means nonpublic information disclosed by one party to the other that is designated confidential or that reasonably should be understood to be confidential. Each party shall: (a) use Confidential Information only as necessary to perform its obligations under this Agreement; (b) limit disclosure to those employees, contractors or agents who have a need to know and who are bound by confidentiality obligations no less protective than those herein; and (c) protect such Confidential Information with the same degree of care as it uses to protect its own confidential information, but in no event less than reasonable care. Confidential Information does not include information that is or becomes publicly available other than by breach of this Agreement, was lawfully in the receiving party's possession prior to disclosure, or is independently developed without use of the disclosing party's Confidential Information.

Upon termination or expiration, each party shall promptly return or destroy the other party's Confidential Information and certify in writing that it has done so.

INTELLECTUAL PROPERTY; WORK PRODUCT

Unless otherwise agreed in writing, all work products, deliverables and materials specifically commissioned under this Agreement and paid for by Company shall be considered "work made for hire" and shall be the exclusive property of Company. To the extent ownership does not vest by operation of law, Provider hereby assigns all right, title and interest in such work product to Company and agrees to execute and deliver any instruments reasonably necessary to effectuate such assignment.

REPRESENTATIONS, WARRANTIES AND INDEMNIFICATION

Each party represents and warrants that it has the full power and authority to enter into this Agreement. Provider warrants that the services will be performed in a professional manner in accordance with generally accepted industry standards. Provider shall indemnify, defend and hold harmless Company from and against any third-party claims arising out of Provider's breach of its representations or warranties, negligence, or willful misconduct.

COMPLIANCE; CLASSIFICATION

Provider acknowledges that Provider is engaged as an independent contractor and not as an employee of Company. Provider is responsible for all taxes, withholdings and other statutory obligations arising from payments made under this Agreement.

I acknowledge that I am an independent contractor and not an employee.

GOVERNING LAW; VENUE

This Agreement shall be governed by and construed in accordance with the laws of the state of without regard to conflict of laws principles. The parties agree that exclusive venue for any dispute shall be the state and federal courts located within that state unless otherwise mutually agreed in writing.

ENTIRE AGREEMENT; AMENDMENTS

This Onboarding Packet, including any attachments and any statements of work incorporated by reference, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, negotiations, and understandings, whether oral or written. Any amendment or modification must be in writing and signed by authorized representatives of both parties.

MISCELLANEOUS PROVISIONS

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. No waiver of any breach shall constitute a waiver of any other breach. Notices required under this Agreement shall be in writing and delivered to the addresses set forth below or to such other address as a party designates by written notice.

ONBOARDING CHECKLIST

Copy of government-issued ID provided

Signed agreement returned

Banking/payment details provided

Confidentiality acknowledgement signed

ADDITIONAL NOTES / SPECIAL TERMS

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