Contractor Agreement

CONTRACTOR AGREEMENT 

This Contractor Agreement (“Agreement”) is made and entered into effective __________________________________ (the “Effective Date”) by and between Bashpole Software,  Inc. /dba/ PromoterMotor™ (“Contractor”), with a mailing address of 8791 E. Wesley LN., North Webster, IN 46555, and ________________________________________________ (“Client”), with a mailing address of  __________________________________________________________ and an email address of  __________________________________________. 

RECITALS 

1. Contractor is qualified to assist Client in a variety of educationally related tasks and activities. Client desires to engage Contractor to render certain services with respect to marketing services. 
2. Contractor desires to render those services to Client, pursuant to the terms of this agreement. 

AGREEMENT 

In consideration of the mutual covenants and promises contained in this Agreement, Client and Contractor hereby agree as follows: 

1. Scope of Service: Client engages Contractor to render the following services to Client (the “Services”).
   • Google Ad Grant related: _________________________________________________________________
   • Google Ads related: ______________________________________________________________________
   • Social Media related: _____________________________________________________________________
   • Website Maintenance related: ____________________________________________________________
   • Related to other services: ___________________________________________________________________
2. Within the limits of the scope of Services within this Agreement, Client and Contractor agree that Contractor retains the sole right to determine the manner and means by which Contractor will perform the Services. Client is only interested in the results of Contractor’s efforts. Contractor may perform the Services at Contractor’s home or at any other location convenient for Contractor. Contractor is expected, at all times, to act in a professional and lawful manner while performing the Services. 
3. With respect to the Services, Client shall pay Contractor according to perform marketing services in a timely manner for a fee (the “Fee”) of $_____________________/month beginning on the Effective Date as authorized on a month-to-month basis in writing by Client. It is understood that payment will occur as services are satisfactorily provided by the Contractor to Client.
4. Refund Guarantee: If Contractor is applying for or reactivating a Google Ad Grant for Client, then Contractor guarantees that application or reactivation will be successful within 3 attempts or will offer a full refund of Fees paid to Contractor.
5. Contractor shall be fully and solely responsible for all costs and expenses incident to the Services. Client shall not be responsible for any costs or expenses incurred by Contractor in providing services to Client under this Agreement unless otherwise expressly agreed.
6. Within the limits of the scope of Services within this Agreement, Client and Contractor agree that Contractor retains the sole right to determine the manner and means by which Contractor will perform the Services. Client is only interested in the results of Contractor’s efforts.
   1. Contractor shall have the right, at Contractor’s sole expense, to retain assistants, employees and subcontractors to aid Contractor in performing the Services.
   2. Contractor shall be solely responsible for the actions of any individual or entity hired or engaged by Contractor in accord with this agreement.
   3. Contractor will have a nondisclosure agreement in place with all persons and entities that aid in performing the Services.
7. It is understood and agreed that Contractor is a separate company and not an employee, agent, joint venture or partner of Client.
   1. Contractor is not entitled to participate in any benefits or benefit plans, including, but not limited to, any insurance plans, workers’ compensation benefits, short term and long term disability benefits, pension plans, profit sharing plans and stock option plans, that may be offered by Client to its own employees.
   2. Contractor may perform the Services at Contractor’s home or at any other location convenient for Contractor. Contractor is expected, at all times, to act in a professional and lawful manner while performing the Services.
8. Contractor agrees to indemnify and hold harmless Client and its directors, officers, employees, agents and insurers, in both their individual and representative capacities, from and against any and all liabilities, losses, payments, and expenses (including, but not limited to attorneys’ fees and costs) incurred by or imposed against Client and/or its directors, officers, employees, agents and insurers, arising out of or in any way related to any act or failure to act by Contractor (or any of Contractor’s agents, employees, subcontractors, partners, joint ventures), including, but not limited to, all claims relating to the injury or  death of any person (including, without limitation, Contractor) or damage to any property (including, without limitation, Contractor’s property). 
9. This agreement shall terminate when Client or Contractor gives the other party 30 days written notice (“Termination Date”). 
10. No waiver, modification or amendment of this Agreement shall be valid and enforceable unless it is in writing and signed by Contractor and Client’s Chief Executive Director. This Agreement supersedes all other oral and written agreements, understandings or communications between Contractor and Client with respect to the subject matter covered in this Agreement. This Agreement shall inure to the benefit of Client’s successor and assigns. This Agreement and any amendments hereto shall be governed by and construed in accordance with the laws of the State of Indiana without regard to conflicts of law principles.