Freelance Developer Contract

This Contract covers a freelancer / self-employed entity to work for clients. It govern the most basic necessities needed by most clients. But since author is not a legal professional, please take care when using this yourself.

Customer & Contractor

This Independent Contractor Agreement (the “Agreement”) is made as of Current Date between Customer Customer VAT with its principal place of business located at Customer address (the "Company") and Contractor Contractor VAT, located at Contractor Address (the "Contractor").

WHEREAS, Company requests Contractor to perform services for it and may request Contractor to perform other services in the future; and

WHEREAS, the Company and Contractor desire to enter into an agreement, which will define respective rights and duties as to all services to be performed;

NOW, THEREFORE, in consideration of covenants and agreements contained herein, the parties hereto agree as follows:

1. Services

Effective Effective Date Company shall retain Contractor and Contractor shall provide Company with services (the "Services"), which shall include, without limitation:

Software Description

2. Changes

(a) Change Orders. The Company, without invalidating this Agreement, may order changes in the work within the general scope of the Agreement consisting of additions, deletions, or other revisions.

(b) Adjustments to Compensation. In the event that any such changes materially impact the cost to the Contractor of performing the Services or the time required for such performance, the parties shall negotiate in good faith a reasonable and equitable adjustment in the applicable Fees and schedule, as applicable.

3. Compensation

(a) Hourly Amount. The work performed by Contractor shall be performed at the rate set forth below:

Hourly fee: Hourly fee
(VAT excluded)

(b) Payment. Invoices shall be issued to Company by Contractor monthly after performance of the Work, and payment shall be due 14 business days after receipt of invoices.

(c) Work Hours. The hourly quantity of work performed by Contractor shall be agreed upon before execution, this must be in written form using email.
The hour quantity will be agreed upon on a month to month basis, if desired Company and Contractor may agree on changing the quantity, this is also subject to written consent.

(d) Discount

Discounts given to Company are taken from the hourly fee on agreed upon days, it require written consent before work are executed.

The discounts are bound to a agreed upon quantity of Work Hours on set days. Failure to execute Work Hour quantity within agreement, for any reason, allows Contractor to void the Discount.

4. Expenses

(a) Payment. A Company shall reimburse Contractor for all pre-approved, reasonable and necessary expenses, including, without limitation, domestic and foreign travel, lodging and meal expenses incurred in connection with the Services.

(b) Substantiation. The Contractor shall provide Company with documentation supporting all expenses.

(c) Payment. Company shall reimburse Contractor within 14 days upon receipt of a request for reimbursement from the Contractor.

5. Independent Contractor Status

(a) Status. Contractor is an independent contractor of Company. Nothing contained in this Agreement shall be construed to create the relationship of employer and employee, principal and agent, partnership or joint venture, or any other fiduciary relationship.

(b) No Authority. Contractor shall have no authority to act as agent for, or on behalf of, Company, or to represent Company, or bind Company in any manner.

(c) No Employee Benefits. Contractor shall not be entitled to worker's compensation, retirement, insurance or other benefits afforded to employees of Company.

6. Representations and Warranties. The Company and the Contractor respectively represents and warrants to each other that each respectively is fully authorized and empowered to enter into the Agreement and that their entering into the Agreement and to each parties' knowledge the performance of their respective obligations under the Agreement will not violate any agreement between the Company or the Contractor respectively and any other person, firm or organization or any law or governmental regulation.

7. Confidential Information

Contractor and its employees shall not, during the time of rendering services to the Company or thereafter, disclose to anyone other than authorized employees of the Company (or persons designated by such duly authorized employees of the Company) or use for the benefit of Contractor and its employees or for any entity other than the Company, any information of a confidential nature, including but not limited to, information relating to: any such materials or intellectual property; any of the Company projects or programs; the technical, commercial or any other affairs of the Company; or, any confidential information which the Company has received from a third party.

8. Intellectual Property

(a) Work Product. During the course of performing the Services, Contractor and its directors, officers, employees, or other representatives may, independently or in conjunction with Company, develop information, produce work product, or achieve other results for Company in connection with the Services it performs for Company.

(b) Ownership. Contractor agrees that such information, work product, and other results, systems and information developed by Contractor and/or Company in connection with such Services (hereinafter referred to collectively as the "Work Product") shall remain the sole and exclusive property of Company.

(c) Moral Rights. Contractor also agrees to waive any and all moral rights relating to the Work Product, including but not limited to, any and all rights of identification of authorship and all rights of approval, restriction or limitation on use, and subsequent modifications.

(d) Assistance. Contractor further agrees to provide all assistance reasonably requested by Company, both during and subsequent to the Term of this Agreement, in the establishment, preservation and enforcement of Company's rights in the Work Product.

(e) Return of Property. Upon the termination of this Agreement, Contractor agrees to deliver promptly to Company all printed, electronic, audio-visual, and other tangible manifestations of the Work Product, including all originals and copies thereof.

9. Non-Solicitation.

During the term of this Agreement and for 1 year after any termination of this Agreement, Contractor will not, without the prior written consent of the Company, either directly or indirectly, on Contractor 's own behalf or in the service or on behalf of others, solicit or attempt to solicit, divert or hire away any person employed by the Company, or any customer of the Company.

10. Term

This Agreement shall commence on the date and year first above written and shall continue until termination of this Agreement.

11. Termination

(a) Notice of Termination. This Agreement may be terminated by either the Company or the Contractor at any time for any reason, with or without cause, by giving 30 days from written notice of termination.

(b) Payment Upon Termination. The Company will pay Contractor for all Services performed by Contractor through the date of termination.

12. General Provisions

(a) Entire Agreement. This Agreement constitutes the entire agreement between the parties, and supersedes all prior agreements, representations and understandings of the parties, written or oral.

(b) Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but all of which, taken together, shall constitute one and the same agreement.

(c) Amendment. This Agreement may be amended only by written agreement of the parties.

(d) Assignment. This Agreement shall not be assigned by either party without the consent of the other party.

(e) Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the country of Country Law, without regard to its conflict of laws rules.

(f) No Waiver of Rights. 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.

IN WITNESS WHEREOF, the Company and the Contractor have each executed and delivered this Agreement as of the Effective Date.