Independant Contractor Agreement


This Independant Contractor Agreement (the “Agreement”) is made and entered into as of (the “Effective Date”) between FirstPageSEOGuarantee LLC (the “Company”), and   (the “Contractor”) (collectively, the “Parties”).

 

  1. Guarantees

    The Company guarantees a residual income for the life of all contracts signed so long as The Contractor conducts 1 or more new deals every 60 calendar days. When the Contractor has more than 10 active paying subscribers then The Contractor will receive income regardless of new acquisitions per 60 days so long as the Contractor continues to have 10 or more active SEO Subscriptions. 

  2. Term and Termination.

    This Agreement takes effect immediately as of the Effective Date and remains in full force and effect until the Contractor has been inactive (no transacted deals) for 60 days or longer. If The Contractor has over 10 active subscribers, then this agreement stays in effect regardless of new customer acquisitions.

    So long as The Contractor has over 10 active clients then this agreement will not expire. If that number falls to 9, or less, the Contractor must write a new deal ever 60 days for this to remain active. 

    The Company can terminate this agreement for negligence from the Contractor. 

  3. Commissions.

    Commissions are paid out on the 1st and 15th of each month. 

    Commissions are paid on the NET PROFIT of each deal. Our costs are a fixed rate at 40% of the gross of each deal.

    The Contractor earns 30% of the NET for opening deals. 

    The Contractor earns 35% if the prospect was opened and closed by the Contractor without the help of closers at FPSG.  

    Expenses on each deal fall on average around 40% of the gross. Sometimes more, sometimes less, we make it a fixed rate for each deal. The Contractor is paid on the total amount of the deal AFTER the expenses and processing fees

  4. The Company

    The Company provides marketing material, sales material, software, strategies, and systems to aid The Contractor to close deals. 

    The Company provides SEO and Web Design/Development services to the Clients sold by The Contractor

  5. Independent Contractor Status.

    The Contractor agrees that they are an Independent Contractor, meaning they are NOT an employee nor do they have any rights to employee classifications.  

  6. Ownership.

    Any advancements, edits, alterations, on existing or new material associated with The Company, is 100% owned by The Company. The Contractor does not own anything, nor does The Contractor have rights to any material, strategies, information, affiliations, relationships, what so ever. Ownership of all assets and relationships and advancements are 100% owned by The Company.

  7. Representations.

    Both Parties represent that they are fully authorized and empowered to enter into this Agreement and that the performance of the obligations under this Agreement will not violate or infringe upon the rights of any third-party, or violate any agreement between the Parties and any other person, firm or organization or any law or governmental regulation.

  8. Indemnification.

    The Contractor shall indemnify and hold harmless the Company, its affiliates, and its respective officers, directors, agents and employees from any and all claims, demands, losses, causes of action, damage, lawsuits, judgments, including attorneys’ fees and costs, arising out of, or relating to, the Contractor under this Agreement.

    Negligence from the Contractor is not indemnified. 

  9. Confidential Information. NON-DISCLOSE

    Each Party (on its behalf and on behalf of its sub-companies, employees or representatives, or agents of any kind) agrees to hold and treat all confidential information of the other Party, including, but not limited to, trade secrets, sales figures, employee and customer information and any other information that the receiving Party reasonably should know is confidential (“Confidential Information”) as confidential and protect the Confidential Information with the same degree of care as each Party uses to protect its own Confidential Information of like nature.

    Confidential Information does not include any information that (i) at the time of the disclosure or thereafter is lawfully obtained from publicly available sources generally known by the public (other than as a result of a disclosure by the receiving Party or its representatives); (ii) is available to the receiving Party on a non-confidential basis from a source that is not and was not bound by a confidentiality agreement with respect to the Confidential Information; or (iii) has been independently acquired or developed by the receiving Party without violating its obligations under this Agreement or under any federal or state law.

  10. Non-Circumvention. 

    In addition, the Parties agree to not circumvent each other and work with business associates, contractors, and other third-party vendors introduced by each party in this ease. The parties may introduce each other to companies that are interested in acquiring services, products, companies or being acquired. It is understood that the introducing party retains the ownership of such a referral and that the other party cannot deal directly with such a referred company without the written consent of the referring party. This non-circumvention provision shall expire at the end of 2 years from the termination of this Agreement.

  11. Liability.

    EXCEPT WITH RESPECT TO THE PARTIES’ INDEMNIFICATION OBLIGATIONS, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT, INCLUDING BODILY INJURY, DEATH, LOSS OF REVENUE, OR PROFITS OR OTHER BENEFITS, AND CLAIMS BY ANY THIRD PARTY, EVEN IF THE PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION APPLIES TO ALL CAUSES OF ACTION IN THE AGGREGATE, INCLUDING WITHOUT LIMITATION TO BREACH OF CONTRACT, BREACH OF WARRANTY, STRICT LIABILITY, AND OTHER TORTS.

  12. Additional Benefits.

    No Aditional Benefits

  13. Non-Compete

    The contractor agrees NOT TO COMPETE for 1 year on SEO sales, acquisitions, or relating services for SEO.

  14. Disclaimer of Warranty.

    THE WARRANTIES CONTAINED HEREIN ARE THE ONLY WARRANTIES MADE BY THE PARTIES HEREUNDER. EACH PARTY MAKES NO OTHER WARRANTY, WHETHER EXPRESS OR IMPLIED, AND EXPRESSLY EXCLUDES AND DISCLAIMS ALL OTHER WARRANTIES AND REPRESENTATIONS OF ANY KIND, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. THE COMPANY DOES NOT PROVIDE ANY WARRANTY THAT OPERATION OF ANY SERVICES HEREUNDER WILL BE UNINTERRUPTED OR ERROR-FREE.

  15. Miscellaneous Provisions.

    This Agreement, and any accompanying appendices, duplicates, or copies, constitutes the entire agreement between the Parties with respect to the subject matter of this Agreement, and supersedes all prior negotiations, agreements, representations, and understandings of any kind, whether written or oral, between the Parties, preceding the date of this Agreement.

    This Agreement may be amended only by written agreement duly executed by an authorized representative of each party (email and changes in our shared google docs is acceptable).

    If any provision or provisions of this Agreement shall be held unenforceable for any reason, then such provision shall be modified to reflect the parties’ intention. All remaining provisions of this Agreement shall remain in full force and effect for the duration of this Agreement.

    This Agreement shall not be assigned by either party without the express consent of the other party.

    A failure or delay in exercising any right, power or privilege in respect of this Agreement will not be presumed to operate as a waiver, and a single or partial exercise of any right, power or privilege will not be presumed to preclude any subsequent or further exercise, of that right, power or privilege or the exercise of any other right, power or privilege.

    This Agreement is to be governed by and construed in accordance with the laws of the State of Nevada without reference to any principles of conflicts of laws, which might cause the application of the laws of another state. Any action instituted by either party arising out of this Agreement will only be brought, tried and resolved in the applicable federal or state courts having jurisdiction in the State of Nevada. EACH PARTY HEREBY CONSENTS TO THE EXCLUSIVE PERSONAL JURISDICTION AND VENUE OF THE COURTS, STATE AND FEDERAL, HAVING JURISDICTION IN THE STATE OF Nevada.

  16. Arbitration

    By using any FirstPageSEOGuarantee Designs, Training, Systems, & Services, you agree to submit to binding arbitration. If any disputes or claims arise against FirstPageSEOGuarantee or its subsidiaries, such disputes will be handled by an arbitrator of FirstPageSEOGuarantee Designs & Services’ choice so long as it's not conflicting. The Company can not have any relationship with an arbitrator prior to selection for representation. An arbitrator from the American Arbitration Association or the National Arbitration Forum will be selected in the state of Nevada. Arbitrators shall be attorneys or retired judges and shall be selected pursuant to the applicable rules. All decisions rendered by the arbitrator will be binding and final. The arbitrator’s award is final and binding on all parties. The Federal Arbitration Act, and not any state arbitration law, governs all arbitration under this Arbitration Clause. The losing party will be responsible for any and all costs related to such arbitration.

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Signed by James Sutton
Signed On: May 25, 2020

First Page SEO Guarantee | The Best Las Vegas SEO Company https://seoguarantee.com
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Document name: Independant Contractor Agreement
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May 11, 2020 10:06 am PSTIndependant Contractor Agreement Uploaded by James Sutton - james@seoguarantee.com IP 24.253.1.122