made between ________________________________________ (Governmental Entity), a
political subdivision of the state of Idaho, herein "ENTITY" and
________________________________________ herein "CONTRACTOR").
The parties agree as follows:
SCOPE OF WORK: ENTITY
engages CONTRACTOR to perform the work associated with the
as set forth in Exhibit "A" attached hereto.
agrees to pay CONTRACTOR for his services rendered under this Agreement an
amount not to exceed the total sum of $__________________ for said services
rendered from ____________________ through ____________________.
The parties agree that CONTRACTOR will invoice ENTITY for payment under
this Agreement for services rendered herein.
RIGHT OF CONTROL: ENTITY
agrees that it will have no right to control or direct the details, manner, or
means by which CONTRACTOR accomplishes the results of the services performed
hereunder. CONTRACTOR has no
obligation to work any particular hours or days or any particular number of
hours or days. CONTRACTOR agrees,
however, that his other contracts or services shall not interfere with the
performance of his services under this Agreement.
INDEPENDENT CONTRACTOR RELATIONSHIP:
CONTRACTOR is an independent contractor and is not an employee, servant,
agent, partner, or joint venturer of ENTITY.
ENTITY shall determine the work to be done by CONTRACTOR, but CONTRACTOR
shall determine the legal means by which it accomplishes the work specified by
FEDERAL, STATE, AND LOCAL PAYROLL TAXES:
Neither federal, state or local income taxes, nor payroll taxes of any
kind shall be withheld and paid by ENTITY on behalf of CONTRACTOR or the
employees of CONTRACTOR. CONTRACTOR
shall not be treated as an employee with respect to the services performed
hereunder for federal or state tax purposes.
CONTRACTOR understands that CONTRACTOR is responsible to pay, according
to law, CONTRACTOR's income tax. CONTRACTOR
further understands that CONTRACTOR may be liable for self-employment (Social
Security) tax to be paid by CONTRACTOR according to law.
LICENSES AND LAW: CONTRACTOR
represents that he possess the skill and experience necessary and all licenses
required to perform the services under this agreement.
CONTRACTOR further agrees to comply with all applicable laws in the
performance of the services hereunder.
FRINGE BENEFITS: Because
CONTRACTOR is engaged in its own independently established business, CONTRACTOR
is not eligible for, and shall not participate in, any employee pension, health,
or other fringe benefit plans of ENTITY.
WORKER'S COMPENSATION: CONTRACTOR
shall maintain in full force and effect worker's compensation for CONTRACTOR and
any agents, employees, and staff that the CONTRACTOR may employ, and provide
proof to ENTITY of such coverage or that such worker's compensation insurance is
not required under the circumstances.
EQUIPMENT, TOOLS, MATERIALS OR SUPPLIES:
CONTRACTOR shall supply, at CONTRACTOR's sole expense, all equipment,
tools, materials and/or supplies to accomplish the services to be provided
EFFECTIVE DATE: This
contract will run from ____________________ through ____________________.
warrants that all materials and goods supplied under this Agreement shall be of
good merchantable quality and that all services will be performed in a good
workmanlike manner. CONTRACTOR
acknowledges that it will be liable for any breach of this warranty.
agrees to indemnify, defend, and hold harmless ENTITY, and its officers, agents
and employees, from and against any and all claims, losses, actions, or
judgments for damages or injury to persons or property arising out of or in
connection with the act and/or any performances or activities of CONTRACTOR,
CONTRACTOR's agents, employees, or representatives under this Agreement.
agrees to obtain and keep in force during its acts under this Agreement a
comprehensive general liability insurance policy in the minimum amount of
$_______________, which shall name and protect CONTRACTOR, all CONTRACTOR's
employees, ENTITY, and its officers, agents and employees, from and against any
and all claims, losses, actions, and judgments for damages or injury to persons
or property arising out of or in connection with the CONTRACTOR's acts.
CONTRACTOR shall provide proof of liability coverage as set forth above
to ENTITY prior to commencing its performance as herein provided, and said
require insurer to notify ENTITY ten (10) days prior to cancellation of said
NONWAIVER: Failure of
either party to exercise any of the rights under this Agreement, or breach
thereof, shall not be deemed to be a waiver of such right or a waiver of any
CHOICE OF LAW: Any
dispute under this Agreement, or related to this Agreement, shall be decided in
accordance with the laws of the state of Idaho.
ENTIRE AGREEMENT: This
is the entire Agreement of the parties and can only be modified or amended in
writing by the parties.
SEVERABILITY: If any
part of this Agreement is held unenforceable, the remaining portions of the
Agreement will nevertheless remain in full force and effect.
ATTORNEY FEES: Reasonable
attorney fees shall be awarded to the prevailing party in any action to enforce
this Agreement or to declare forfeiture or termination of this Agreement.
this ______ day of _________________, 20____.
(County, City or other
(Title or Office)
of Witness or Notary Public)
Form and content approved
by_______________, as attorney for _________________ (Governmental
We suggest that this section be
substituted for Indemnification Section #12 and Insurance Section #13 when
contracting with an Architect or Engineer.