Sample Agreement


Here is the contract between Communicators of Wisconsin (COW) and the Sample Association of America (SAA). This agreement can easily be adjusted for any association, but provides a proven boilerplate for such relationships.
Each association has its own list of services it desires to have COW perform. That list would be the Attachment “A” referred to in the Contract.

INDEPENDENT CONTRACTOR AGREEMENT

  1. PARTIES. Agreement between the Sample Association of America (“Association” ), and COMMUNICATORS OF WISCONSIN, Inc. (“Contractor” or “COW”), a Wisconsin Corporation located at Post Office Box 44008, Madison, Wisconsin, 53744-4008 entered into on January 1, 2007.

  2. PURPOSE. Contractor shall provide specified services during the term of this agreement: See Attachment "A" attached hereto and incorporated by reference.

  3. TERM. The term of this agreement shall be for the period from January 1, 2007 to December 31, 2007. The contract and its provisions will automatically renew on January 1st of each subsequent year unless SAA or COW requests that a new or changed provision be considered. The agreement may be terminated as per below.

  4. PERFORMANCE EVALUATION. During the term of this agreement, Contractor's performance will be appraised and evaluated in a manner determined by the Board of Directors of SAA.
  5. CONSIDERATION. In full consideration for the basic services to be provided hereunder, Association shall pay Contractor $____________ per year, at a monthly rate of $__________.

  6. NON-EXCLUSIVITY. This agreement shall in no way be deemed exclusive to Contractor. Nothing in this agreement shall prevent Association from working with any third parties on this subject matter or any other, during the term of this agreement.

  7. CONFIDENTIAL. In connection with the services provided hereunder, Contractor may, from time to time, be exposed to and will be furnished with certain information, material and data, including without limitation the SAA membership mailing and telephone list, directory and other such information relating to management of Association, which is confidential. Contractor and its employees shall keep confidential, and not reveal, disclose, use, sell or trade any of said information, material or data to anyone, during or at any time after the term of this agreement, without prior written permission from Association.

  8. IDEAS. Association shall be free to make full and complete use of all concepts, ideas and other information given or disclosed by Contractor to it without restriction or liabilities of any kind.

  9. INDEMNIFACTION. Contractor hereby indemnifies and saves harmless Association, its directors, officers, employees, and agents from any all claims, losses, litigation, damages and costs including reasonable attorney’s fees, which the Association, its directors, officers, employees and agents are subjected to, or may be subjected to, as a result of Contractor’s performance or alleged performance under this agreement.

  10. STATUS. The status of Contractor under this agreement is that of an independent contractor, and all persons assisting Contractor in connection with this agreement shall be the employees of Contractor and shall not be considered the employees of Association. This agreement does not make or constitute Contractor an agent or representative of Association for any purposes whatsoever. Contractor shall have no power of authority, except as specifically authorized, to act on behalf of Association or in its name, or to bind Association, either directly or indirectly, in any manner or thing whatsoever.

  11. TERMINATION. Association and Contractor shall each have the option by sixty (60) days, written notice to terminate this agreement (“Termination Date”). In that event neither shall have any further obligation to the other except for payment for services rendered to and accepted by Association through the Termination Date, provided that Association shall have the option to require Contractor to complete any unfinished project or projects. Upon termination of this agreement Contractor will provide Association with all records and archival materials within thirty (30) days.

  12. ASSIGNMENT. This agreement may not be assigned by either party, by operation of the law, or otherwise.
  13. LAW. This agreement shall be deemed to have been made in the state of Wisconsin and governed by the laws of said state.

  14. COMPLETE AGREEMENT. This agreement sets forth the entire agreement between the parties concerning the services provided hereunder, superseding all prior verbal or written communications with respect to the terms hereof, and may not be altered, modified or changed in any way by either of the parties without the prior express written consent of the other.

ACCEPTED AND AGREED TO:

_________________________________    ____________________________________
Name                                 Name
_________________________________    ____________________________________
Title                                  Title
_________________________________    ____________________________________
Date                                  Date