E-VisionEye Corporation Independent Contractor Terms and Conditions
By signing this agreement, you (the "Contractor") acknowledge and agree to the terms and conditions outlined below as an independent contractor for E-VisionEye Corporation ("EYE" or "Company"). These terms govern your roles, responsibilities, payment structure, and the conditions of your independent contractor relationship with EYE.
1. Independent Contractor Status
Nature of Relationship: You acknowledge that your relationship with EYE is that of an independent contractor. Nothing in this agreement shall be construed to create an employer-employee relationship, partnership, joint venture, or agency relationship.
Responsibility for Taxes: You are solely responsible for paying all applicable federal, state, and local taxes, including income tax, self-employment tax, and any other taxes required by law.
No Benefits: You are not entitled to any employee benefits provided by EYE, including but not limited to health insurance, retirement benefits, paid time off, or unemployment benefits.
2. Roles and Responsibilities
Primary Duties:Identify and initiate potential business opportunities for EYE.
Engage with potential clients, including health providers, to facilitate opportunities for EYE's collaboration with Pulse4Pulse (P4P) and other vendor opportunities authorized by EYE.
Submit client opportunities to EYE for approval and coordination with P4P.
Compliance: You agree to comply with all applicable laws, industry standards, and EYE's policies during your term as a contractor.
Confidentiality:You must maintain the confidentiality of all proprietary information, trade secrets, client lists, and business practices of EYE and its partners. A separate confidentiality agreement may apply.
3. Payment Structure
Commission Payments:You will receive a commission equal to 50% of the total revenue earned from opportunities you initiate and successfully close with health providers, once approved by P4P and all other vendor opportunities authorized by EYE.
For assisting another contractor, you will receive 10% of the total revenue for that opportunity.
Omega Transit Logistics (Primary Contractor) will receive an additional 10% of all commissions generated by EYE contractors.
Disbursement Schedule:Commissions will be disbursed to you by the 25th of the month following the month in which EYE receives payment from P4P and all other opportunities.
Tax Documentation:EYE will provide you with a Form 1099 annually for tax purposes.
4. Contractor’s Obligations
Marketing Materials: You may use EYE-approved marketing materials to engage with potential clients.
Communication: Promptly provide EYE with all necessary information regarding potential opportunities, client details, and updates on your progress.
Records: Maintain accurate records of your activities, including client communications and submitted opportunities, as required by EYE.
Non-Compete:During your term with EYE and for one (1) year thereafter, you agree not to engage in any activities that compete with EYE or its affiliates without prior written consent.
Non-Solicitation:During your term and for one (1) year thereafter, you agree not to solicit or attempt to solicit any clients, employees, or contractors of EYE for personal gain or competitive purposes.
5. Termination Conditions
At-Will Engagement: Either party may terminate this agreement at any time for any reason by providing 15 days' written notice.
Immediate Termination:EYE may terminate this agreement immediately if:You breach any terms of this agreement.
You engage in unlawful or unethical conduct.
You fail to meet the performance standards outlined in this agreement.
Post-Termination Rights:Upon termination, you will no longer be authorized to represent EYE in any capacity.
You will remain eligible to receive commissions for approved and closed opportunities initiated during the term of this agreement, provided EYE receives payment from P4P.
6. Confidentiality and Intellectual Property
Confidential Information: You agree to protect all confidential and proprietary information of EYE, including client lists, business processes, and pricing strategies.
Return of Property: Upon termination, you must return all EYE property, including marketing materials, documents, and equipment, if applicable.
7. Dispute Resolution
Governing Law: This agreement shall be governed by the laws of the State of South Carolina.
Arbitration: Any disputes arising out of or related to this agreement shall be resolved through binding arbitration in South Carolina.
8. Acknowledgment and Acceptance
By signing below, you acknowledge that you have read, understood, and agree to the terms and conditions set forth in this agreement. You also confirm that you are entering into this agreement voluntarily and without reliance on any representations other than those contained herein.