Independent Contractor Agreement (Page 2 of 3) in pdf

[COMPANY NAME]

offenses enumerated in paragraph 2 of this certification; and

4. Have not within a three-year period preceding this agreement had one or more

public transactions (Federal, State, or local) terminated for cause or default.

Where the prospective primary participant is unable to certify to any of the statements in

this certification, such prospective participant shall attach an explanation to the agreement,

which sets forth the reason or reasons for the inability to so certify.

Termination

1. Either party may terminate this agreement at any time upon __ days written notice

to the other party.

2. In the event of a breach of this agreement by Contractor, [COMPANY INITIALS] shall

have the right to terminate the agreement. In the alternative, [COMPANY INITIALS]

may give written notice to Contractor specifying the manner in which the agreement

has been breached. If a notice of breach is given and Contractor has not

substantially corrected the breach within 10 days of receipt of the written notice,

[COMPANY INITIALS] shall have the right to terminate the agreement. This remedy

shall be in addition to, and not in lieu of, any other remedies available to [COMPANY

INITIALS] at law or in equity.

3. In the event of termination, all documents and other materials related to the

performance of this agreement shall promptly be delivered by Contractor to

[COMPANY INITIALS].

Arbitration

This agreement shall be construed in accordance with laws of the State of New York and

shall be deemed to have been accepted in said state. It may not be changed orally. Any

controversy or claim arising out of or relating to this agreement, or the breach thereof, shall

be settled by arbitration in New York in accordance with the rules of the American

Arbitration Association, and judgment upon the award rendered by the Arbitrator may be

entered in any court having jurisdiction thereof.

Financial Records Availability (applicable if receiving U.S. Federal pass-through funding)

[COMPANY INITIALS], [COMPANY INITIALS]’s sponsoring agency the Comptroller General of

the United States, or any of their duly authorized representatives, shall have access to any

books, documents, papers and records of the contractor, which are directly pertinent to the

effort under this contract work for the purpose of complying with any audits, examinations,

excerpts, and transcriptions. This right to access extends to independent auditors, as

necessary to comply with the terms of OMB Circular A-133.

In acknowledgment of our understandings, we all have signed below.

By: ________________________________________ Date: _________________

Signature -Independent Contractor

By: ________________________________________ Date: _________________

Signature - [COMPANY INITIALS] Treasurer

By: ________________________________________ Date: _________________

Signature - [COMPANY INITIALS] Services Department

Note: Independent Contractor must complete Form W-9 or W-8.

An independent contractor is an individual or organization that supplies services to

[COMPANY INITIALS], but not exclusively for [COMPANY INITIALS]. In the U.S., an

independent contractor’s services must be available or provided to the general public and

[COMPANY] Initials _____

Page: 2

Customer’s Initials ____

[STREET ADDRESS] • [CITY, STATE] • [ZIP CODE]

[PHONE] • [FAX] • [URL]

Independent Contractor Agreement Page 2

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