INDEPENDENT CONTRACTOR AGREEMENT

This Agreement (the “Agreement “) is made between REDDi Prime Services Inc. herein referred as (“Company”) and the registered Server, referred herein as (“Independent Contractor” or “Contractor”) as follows:
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RECITALS:
The Independent Contractor is secured to provide the services described above. The Independent Contractor represents that he/she has complied with Federal, State, and local laws regarding updated driver’s license, vehicle registration, inspection, maintenance and any other legal requirements of any kind that may be required to carry out said business and the Scope of Work which is to be performed as an Independent Contractor pursuant to this Agreement, and as such, provide his/her Social Security Number and /or Employee Tax ID Number, The Independent Contractor is or shall remain open to conducting similar tasks or services for the Company, which may not be listed or described below, or for entities other than the Company and thus holds himself or herself out to the public to be a separate business entity. The Company desires to hire and contract the services of the Independent Contractor to perform those task as set forth herein. The Independent Contractor is willing to do so on the terms and conditions as set forth herein.
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NON-DISCLOSURE AND NON-COMPETE:
The Independent Contractor represents and warrants that his/her relationship with the Company will not cause or that he/she breach any obligation to the agreement of or confidence related to any confidential, trade secret and/or proprietary information of any person, company, or entity. Furthermore, the Independent Contractor acknowledges that a condition of the relationship is he/she has not brought and will not bring or use in the performance of his or her duties at the premises of the Company any proprietary or confidential information, whether or not in writing, of a former contracted company without that company’s written permission or authorization. The breach of this condition shall result in automatic termination of the relationship as of the time of the occurring breach. Except as otherwise noted on the back of the signature page hereof, there are no inventions heretofore made of conceived by the Independent Contractor that the Independent Contractor deems by excluded from the scope of this Agreement and Independent Contractor hereby releases the Company from any and all claims by the Independent Contractor by reasons of any use by Company from any invention heretofore made or conceived by the Independent Contractor. Non-Partnership or Ownership Clause Neither the Independent Contractor nor any of his/her representative, agents, or principals shall become or be considered an owner, partner, joint venture with or agent of the Company unless otherwise declared or stipulated in a separate written agreement that has be signed and dated by all parties. Neither the Company, Independent Contractor nor any representative, agent, principal, officer or anyone who may be retained by the Independent Contractor shall have any authority to bind the other in any respect unless otherwise set forth in a separate written agreement which has been signed and dated all parties.
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INDEPENDENT CONTRACTOR REPRESENTATION:
The implementation of this Agreement does not constitute a hiring by either party. It is therefore the intention of the parties that the Independent Contractor shall maintain an independent contractor status and shall not be considered an employee for any purposes, including, but not limited to, the application of the Federal Insurance Contribution Act, Social Security Act, Federal Unemployment Tax Act, provisions of the Federal Internal Revenue Code, State Revenue of Taxation Code relating to income tax withholding, Workers’ Compensation Insurance and other benefit payments and third party liability claims. Therefore, staying within the Scope of Work, the Independent Contractor shall retain sole and absolute discretion in the manner and means for the carrying out of his/her activities and responsibilities contained herein this Agreement. This Agreement shall not be construed or considered to be a partnership or joint venture, and the Company shall not be liable for any obligations incurred by the Independent Contractor, unless otherwise specifically authorized as such in writing. The Independent Contractor shall not act as an agent or represent the Company, superficially or otherwise, nor bind the Company in any manner, unless specifically authorized to do so in writing.
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RESPONSIBILITIES, DUTIES, AND SCOPE OF WORK:
The Independent Contractor herein agrees to devote the necessary amount of time, energy and attention at will to satisfactorily complete the duties set forth. The Independent Contractor shall have full discretion within the Scope of Work but shall not engage in any activity which is not expressly set forth by this Agreement without first obtaining prior authorization. Nor any activity that would be deemed as possible illegal act in a court of law.
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WORK SCHEDULE:
The work schedule and arrangement are at the limited to 12 hours of driving time with a 6 hour down period. Any directions or advice provided to the Independent Contractor regarding the Scope of Work shall be considered a suggestion only and not as an instruction.
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COMPENSATION:
The Independent Contractor shall be entitled to full compensation for the performance of those tasks, responsibilities and/or duties related to the Scope of Work. Compensation terms are based on a prearranged amount. Said compensation shall be due and payable to the Independent Contractor upon completion of Scope of Work though a charged fee instant deposit of by account deposit on a weekly basis.
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TAX WITHHOLDING:
The Independent Contractor acknowledges and recognizes that he/she shall be issued an IRS 1099/W9 form and related tax statements, and to pay said taxes pursuant to all provisions of applicable Federal, State, and Local laws. The Independent Contractor herein pledges and agrees to indemnify the Company for any damages or expenses, including any related attorney’s fees, and legal expenses incurred by the Company as a result of Independent Contractor's failure to make such required payments. Upon the Company’s reasonable request, the Independent Contractor shall provide proof of required tax payments.
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EXECUTION:
During and throughout the course of the contracted period by the Company, and upon the request of and without any compensation other than that which is herein contained and provided, but at no expense to the Independent Contractor, the Company shall execute any documents and take action which the Company may deem necessary or appropriate to ensure the implementation of all the provisions of this Agreement, including without limitation, assisting the Company in obtaining and/or maintaining any patents, copyrights or similar rights to any Proprietary Information assigned and allocated to the Company.
The Independent Contractor further agrees that the obligation and undertakings herein stated within this section shall continue beyond termination of employment for any reason by the Company; however, should the Independent Contractor be called upon for any such assistance after termination, then the Independent Contractor shall be entitled to fair and reasonable payment in addition to reimbursement of any expenses which may have been incurred at the request of the Company.
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TERM AND TERMINATION OF AGREEMENT:
This Agreement shall be terminated at the conclusion of the Scope of Work. Any actions taken by Independent Contractor and deemed potentially damaging to Company may result in the immediate temporary or permanent termination or of Independent Contractor from the platform, thus concluding the Scope of Work as outlined on this agreement.
LICENSING AND WORKERS’ COMPENSATION COVERAGE
The Independent Contractor herein agrees to promptly provide the Company proof of necessary licensing status that may be required to perform the Scope of work in accordance with the term and conditions of this Agreement and Workers’ Compensation by law.
Independent Contractor Employees
NO other persons shall be hired, substituted, or replace the Independent Contractor to assist in the performance of all duties, tasks, and responsibilities that are necessary to complete the Scope of Work, shall be the employee of the Independent Contractor.
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INJUNCTIVE RELIEF:
The Independent Contractor herein acknowledges (1) the unique nature of the provisions established and contained within this Agreement, (2) The Company should suffer irreparable harm if the Independent Contractor should breach any of said protections or provisions, and (3) that monetary damages would be inadequate to compensate the Company of said breach. Therefore, should the independent contractor cause a breach of any provisions contained within this Agreement, and then the Company shall be entitled to injunctive relief, in addition to any other remedies at law or equity, to enforce such provisions.
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INDEMNIFICATION:
The Independent Contractor shall defend, indemnify, hold harmless, and ensure the Company from any and all potential damages, expenses or liabilities which may result from or arise out of any negligence, misconduct, or any act that may deem to be illegal in a court of law.
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Notices:
All notices, which may be required here-under by any party shall be executed by cell phone, cell phone text messaging, or any method deemed necessary.
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COPIES:
Both the Independent Contractor and the Company hereby acknowledges that they have received acknowledgment of this Agreement.
THE UNDERSIGNED HAVE READ, UNDERSTAND and ACCEPT THIS AGREEMENT. and by the signing or by electronic submission this Agreement, all parties agree to all of the aforementioned Terms, Independent Contractor Agreement condition, and Privacy Policies.