Stefanie Krievins & Co.

Success Team Contract and Orientation


Independent Contractor Agreement

This Independent Key Contractor Agreement is made this day , by and between Radiancy Coaching Partners, Inc. (d/b/a Stefanie Krievins & Co.), an Indiana S-Corporation with a mailing address of 55 Monument Circle, Ste 711, Indianapolis, IN 46204 (“Company”), and   , an individual residing at , ,   (“Contractor”).

If Contractor is also contracted to work with Company via a third-party provider (“Staffing Agency”), that agreement takes precedence for any conflicting covenant or provision in this agreement.

Your Staffing Agency (if applicable):  

Recitals

  • WHEREAS Company is engaged in the business of strategic business and individual coaching and marketing to potential clients and in developing client relationships in an effort to provide comprehensive coaching services (the “Business”),
  • WHEREAS Company from time to time has the need to hire Contractors to administer such services for the Company and to Company’s Clients as part of the Business;
  • WHEREAS Contractor has experience in “Operations and/or Marketing” and Company desires to have Contractor provide “Operations and/or Marketing” to Company and clients who have engaged Company for such services. “Operations and/or Marketing” shall include those activities to support Company with administration, planning, coordinating, contacting, and all required follow up for new, potential, and existing clients. These duties will be determined by your Work Plan;
  • WHEREAS Contractor desires to provide such Services to Company on the terms and conditions set forth herein.

NOW THEREFORE, in consideration of the mutual covenants herein contained, the parties, intending to be legally bound, agree as follows.

  1. Provision of Services. Contractor agrees to provide Services, in accordance with the terms of and conditions of this Agreement, and as will be described and confirmed via email for each specific client and project. Contractor shall furnish all labor and supervision needed to provide the Services. It is understood that Contractor is an independent contractor in the performance of this Agreement and not an employee of Company. Nothing contained herein shall be construed to imply an Independent Contractor, joint venture or principal-and-agent relationship between the parties; and neither party shall have any right, power or authority to create any obligation, express or implied, on behalf of the other. Contractor shall not be entitled to participate in any plans, benefits or distributions intended for Company employees. Contractor agrees that Company will make no deductions from any compensation paid to Contractor for, and Contractor shall have full and exclusive liability for, the payment of any taxes and/or contributions for unemployment insurance, workers’ compensation or any other Independent Contractor-related costs or obligations, related to the provision of the Services.

The Contractor will be responsible for furnishing basic supplies necessary to carry out the Contractor’s duties under this Agreement; however, Company shall reimburse Contractor for all reasonable and approved out-of-pocket expenses which are incurred by Contractor in connection with the Services in the sole and absolute discretion of the Company. If necessary Company may provide technology, travel reimbursement outside of home location, and other supplies for the performance of Contractor’s Services in Company’s sole and absolute discretion.

  1. Volume of Services and Contracting Other Parties for Services. Company makes no representations or guarantees as to the volume of Services that it will require Contractor to perform under this Agreement; provided, however, that the Contractor agrees to use its best efforts to perform such Services as Company reasonably requests. Company shall not be restricted against contracting with others with respect to the Services.
  2. Company Representative. Company Representative means Stefanie M. A. Krievins, President, or such other person as Company may subsequently designate. All instructions, approvals, submissions, notices, and any other communications or transactions which must be made to or by Company pursuant to this Agreement must be made through the Company Representative
  3. Compensation and Invoices. In consideration for the Services provided and rights assigned hereunder, Company shall pay Contractor as described and confirmed via the Work Plan. The confirmed Work Plan will be stored by Company. Contractor will submit invoices in a timely fashion to Company or Staffing Agency. Company will pay invoices in a timely manner and may be delayed if payment is delayed from client.
  4. Indemnity and Warranty. Contractor shall at all times comply with all applicable laws, statutes, ordinances, rules, regulations and other governmental requirements. Contractor shall indemnify and hold Company and its representatives harmless from any and all claims, causes of action, losses, damage, liabilities, costs and expenses, including attorney fees, arising from the death of or injury to any person, from damage to or destruction of property, from breach of the warranties in this paragraph, or from any and all losses, claims or damages arising out of or related to this Agreement or arising from the provision of Services by Contractor, its agents or employees. Contractor warrants that the Services provided by Contractor and/or work delivered to Company, not provided by Company to Contractor, does not infringe upon or violate the rights of any third party, and that use of same by Company will not violate or infringe the rights of any person or party.

Further, in the event that the Internal Revenue Service, any state or local governmental agency, or other applicable entity or institution, determines that Contractor, its agents and/or employees is an employee of the Company for the purpose of any benefit, tax liability, or for any other statutory payment, Contractor agrees to indemnify the Company and its representatives from all liabilities, cost, expenses and attorney fees that the Company may be subject to due to Contractor’s actions or omissions.

  1. Ownership of Intellectual Property. Contractor agrees that all material including writings, drawings, and designs, and all ideas, inventions, improvements, developments and discoveries made, conceived or reduced to practice by Contractor, whether individually or in collaboration with others, during the course of performance under this Agreement, which relate in any manner to Company’s business, the Business or to the Services, are owned by Company. If Contractor uses other licensed material, Contractor will disclose and will defer to that licensing agreement. Regardless of ownership, all work delivered by Contractor on behalf of the Company will need to meet the Company’s branding style criteria and be saved in the Company’s digital file storage system.
  2. Contractor acknowledges and agrees: (a) that all Intellectual Property, and any other plans, specifications, designs and other documents and materials created pursuant to this Agreement, or related to the Services, client information, and any information, work in progress, trade secrets or other secret or confidential matter related to the business or projects of Company constitute confidential information (“Confidential Information”), and (b) that Contractor shall not use, copy or disclose to any person, firm or corporation any such Confidential Information, unless such use, copying or disclosure is necessary to accomplish Contractor’s duties hereunder and has been authorized in writing by Company. This provision shall continue to be effective after the termination of this Agreement.

Confidential Information includes and is not limited to trade secrets and other confidential or proprietary information, business concepts, plans and strategies; operational techniques and policies; competitive analyses; pricing and cost policies and lists; proprietary technology, equipment, and designs; marketing and advertising methods and strategies, financial information and projections; demographic and trade area information; market penetration techniques, plans, or schedules; product and supplier lists; terms of supplier contracts; client profiles, lists, preferences, or statistics; sales information, client information and personnel information.

  1. Contractor shall deliver to Company reports concerning the Services from time to time as requested by Company.
  2. Competition and Solicitation. Contractor agrees that, during the term of this Agreement and for a period two (2) years immediately following the termination of this Agreement, it shall not: (i) solicit business from customers of Company that are similar to the Services provided under this Agreement; (ii) attempt to and/or divert, entice or otherwise take away from the Company the business or patronage of any customer that is similar to the Services provided under this Agreement. Contractor agrees that this non-compete provision will not adversely affect the economic livelihood of the Contractor. (Customer is defined in this Agreement as any person or entity who is or has been part of a program of the Company at any time during this agreement and/or the eighteen (18) months immediately preceding the termination of this Agreement with the Company.
  3. Company reserves the right to terminate this Agreement at any time without any penalty with thirty (30) day’s written notice. Contractor reserves the right to terminate this Agreement by giving Company thirty (30) days’ written notice of termination. Contractor shall be compensated for all Services provided prior to termination pursuant to the preceding sentence. Contractor may terminate this Agreement immediately if the Company fails or refuses to pay invoices rendered by Contractor provided that such invoices are due and payable under the terms of this Agreement and further providing Contractor has given written notice to the Company of its failure to pay, in which the Company does not remedy within a reasonable time.
  4. Subcontractors and Assignment. Contractor shall not enter into any subcontracts or assign the work to any other person or entity for any of the Services contemplated under this Agreement except in writing and with the prior written approval of the Company.
  5. Excuses for Nonperformance. Contractor's obligation to perform Services hereunder shall be excused without liability when prevented by strike, act of God, governmental action, accident or any other condition beyond its reasonable control. Contractor agrees to resume performance of Services as soon as practicable following cessation of such condition.
  6. This Agreement may be modified, amended or supplemented only by a writing signed by authorized members of the parties hereto.
  7. Any and all notices or other communications required or permitted by this Agreement or by law to be served on or given to either party by the other party to this Agreement shall be in writing and shall be deemed duly served, given, or delivered with confirmed email receipt or personally delivered to the party to whom it is addressed, or in lieu of such personal service, upon deposit in United States mail, first- class postage prepaid, addressed to such party at the appropriate address set forth below the signature block of this Agreement. Either party may change its address for the purpose of this paragraph by giving written notice of such change to the other party in the manner provided in this paragraph.
  8. Entire Agreement. This Agreement represents the entire agreement of the parties hereto relating to the subject matter hereof, and any prior agreements, promises, negotiations, or representations, whether oral or written, not expressly set forth in this Agreement are of no force and effect. This Agreement may be modified only by a writing signed by both parties.
  9. Contractor shall acquire no right to use, and shall not use, the names, characters, artwork, designs, trade names, copyrighted materials, trademarks or service marks of Company, its parent, related or subsidiary companies, employees, directors, shareholders, assigns, successors or licensees: (a) in any advertising, publicity or promotion; (b) to express or to imply any endorsement of Contractor's services; or (c) in any manner other than in accordance with this Agreement, unless prior written permission is given.

Company has permission to use Contractor’s name, photos, and Company work product for Company’s marketing and advertising purposes.

    1. All waivers hereunder must be made in writing, and failure at any time to require the other party's performance of any obligation under this Agreement shall not affect the right subsequently to require performance of the obligation.
    2. Governing Law. This Agreement shall take effect under and be governed by the laws of the State of Indiana. Any action to enforce, challenge, or construe the terms or making of this Agreement or to recover for its breach shall be litigated exclusively in a state or federal court located in Marion County, Indiana
    3. The undersigned warrants and represents that the undersigned has full power and authority to enter into this Agreement, to bind Contractor hereto, and to grant the rights set forth herein.
    4. Insurance Requirements for Contractors. Contractor agrees to maintain workers’ compensation insurance or appropriate exemption certificate. Also, comprehensive general liability, and errors and omissions/professional liability insurance may be required by the Company. If a business need arises to make insurance coverage required, Contractor shall provide to the Company a Certificate of Insurance indicating said required coverages. In addition, such Certificate of Coverages shall indicate in writing that the policies will not be changed or terminated without at least ten (10) days written Notice to the Company.
    5. Vaccine Requirements for Contractors. If a business need arises for relevant required vaccine coverage, Contractor shall provide to the Company a proof of vaccination.
    6. Remedies. Contractor agrees that in the event of breach or threatened breach of this Agreement by Contractor, its employees, or its agents, then the Company shall be entitled to (a) a preliminary or permanent injunction in order to prevent the continuation of such harm; and (b) money damages insofar as they can be determined. However, nothing in this Agreement shall prohibit the Company from pursuing any other legal and/or equitable remedy allowed under the law and Contractor and Company agree that all remedies shall be cumulative.
    7. Attorney’s Fees and Costs: The Contractor shall reimburse the Company for all reasonable attorney fees, costs and expenses, incurred by the Company in connection with the enforcement of this agreement. If any action, at law or in equity, including an action for declaratory relief, is brought to enforce or interpret this contract, the prevailing party shall be entitled to recover reasonable attorney’s fees from the other party, in addition to any other relief that may be awarded.
    8. Limitation of Liability. In no event shall Company be liable, in connection with any claim arising out of the Agreement, for damages that exceed the amount of the fees paid by Company to Contractor pursuant to this Agreement. In no event shall Company be liable to Contractor under this Agreement for any special, indirect, incidental, punitive or consequential damages, including loss of profits, arising from or related to this Agreement, even if Company has been advised of the possibility of such damages. 
    9. If any provision of this Agreement is declared by a court of competent jurisdiction to be invalid for any reason, such invalidity shall not affect the remaining provisions of this document. The remaining provisions shall be fully severable, and this document shall be construed and enforced as if the invalid provision had never been included.
    10. No Conflicts. Contractor hereby represents and warrants to the Company that its execution and performance under this Agreement does not and will not breach any other agreement and does not require the consent of any other person or entity.
    11. Successors and Assigns. All of the provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, if any, successors and assigns.
    12. Survival of Certain Obligations. Contractor’s obligations pursuant to Paragraphs 5, 6, 7, 9, 18, 22, 23, 24, 25, 26, 27 shall survive the termination or expiration of the Agreement and said paragraphs shall remain in full force and effect notwithstanding such termination or expiration. Contractor agrees to deliver promptly all of Company’s property upon request.

 

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Effective this day:

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Signed by Stefanie Krievins
Signed On: September 27, 2022


Signature Certificate
Document name: Success Team Contract and Orientation
lock iconUnique Document ID: 9af774bb5f2881fd76a4398001fc7fb2b8fa4868
Timestamp Audit
September 27, 2022 6:46 pm ESTSuccess Team Contract and Orientation Uploaded by Stefanie Krievins - stefanie@stefaniekrievins.com IP 4.53.32.162
September 27, 2022 6:53 pm ESTJess Raptis - jess@stefaniekrievins.com added by Stefanie Krievins - stefanie@stefaniekrievins.com as a CC'd Recipient Ip: 4.53.32.162