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INDEPENDENT CONTRACTOR AGREEMENTINFORMATION EXCHANGE
Client agrees that the accuracy of information supplied to Contractor is the sole responsibility of Client, and that Contractor is not responsible andshall not be held liable for the results of services performed on the basis of inaccurate, incomplete or untruthful information furnished by Client.
Additionally, Client and Contractor acknowledge that the completion of duties listed on Page 2 requires communication and the exchange of information between parties. Delays in task completion may occur if there are delays in the information exchange process. Contractor will not be held
liable for delays incurred by Client.
INDEPENDENT CONTRACTOR
Contractor is not an employee of Client for any purpose, including unemployment tax, social security contributions, income tax withholding orworkers compensation, whether state or federal. Contractor agrees to pay and be solely responsible for all applicable taxes, both state and federal,in connection with amount paid by Client to Contractor. Contractor is, and will continue to be, an Independent Contractor and is not to be considered in any way subject to control by Client. Nothing contained herein shall prevent Contractor from contracting with other representatives for similar services. Contractor is not an exclusive agent of Client. Contractor further agrees that in all such aspects of such work, Contractor shall comply
with the policies, standards, regulations of Client, and shall perform the duties assigned faithfully, intelligently, to the best of their ability, and in thebest interest of Client.
CONFIDENTIALITY

Client acknowledges and agrees that any information received by the Contractor regarding the business, financial, personal, or other affairs of theContractor will be treated by Client in full confidence and will not be revealed to any other persons, firms, or organizations during the term of thisAgreement or after the termination of this Agreement without the prior written consent of the Contractor. Contractor acknowledges and agrees that
any information received by the Client regarding the Client financial and accounting records, personal data, and other Client information related toits organizational process are the Confidential Information of the Client. Except for disclosures required to be made to advance the interests of theClient and information which is a matter of public record, Contractor shall not, during the term of this Agreement or after the termination of thisAgreement, disclose any Confidential Information to any person or use any Confidential Information for the benefit of Contractor or any other person, except with the prior written consent of the Client. Files and documents provided by Client remain the property of Client.
LIABILITY
Client shall indemnify, defend and save Contractor harmless from any and all suits, costs, damages or proceedings, including, but not limited to,Contractor’s services, pertaining to any and all litigation in which Client is a party. Client shall further indemnify and hold harmless Contractor fromliability for any and all claims, costs, suits and damages, including attorneys’ fees arising directly or indirectly out of or in connection with the operation of Client, and from liability for injuries suffered by any person relating to Client. All reasonable precautions will be taken to safeguard the property entrusted to Contractor. In the absence of negligence, however, Contractor will not be held liable for loss, destruction or damage of any kind
resulting from items which are lost or delayed in transit, whether such transit is electronic, fax, mail or otherwise, nor for unauthorized use by othersof such property. Contractor will not be held liable for any incidental, consequential or indirect damages, including without limitation damages forloss of profits, business interruption, loss of information, plagiarism, etc. Contractor will not be held liable for typographical omissions or errors.
Client acknowledges that Contractor makes no guarantees as to fundraising, SEO, lead generation, website traffic, or other analytics.We will workwith you to generate strategies, tactics, ideas, pitches, and materials to achieve your desired results; however, we cannot guarantee funding. This is
not legal or accounting advice. Any statements related to income or potential funding amounts are examples of what may be possible. We cannot
guarantee your results. You are responsible for your own decisions and agree not to hold us liable for your results.
TERMS
The attached proposal is a part of this agreement and both parties agree to the pricing and terms therein. Payment is due according to the terms
set forth in the attached proposal. Initial payment is due upon receipt of executed contract. Payment may be made by mailed check, ACH deposit,or credit card. Contractor reserves the right to charge a 2% interest fee per month on late invoices.
Services are fully remote with no travel. In the event that travel is required, all travel expenses will be billed in addition to the program. Significant
additions or changes will incur additional costs. Client and Contractor will agree on additional fees in writing before a new scope of work begins.
This Agreement shall terminate upon the occurrence of any of the following:- The expiration of the terms set forth herein.
- Mutual agreement in writing signed by both parties, with a minimum of 60 days notice.
This Agreement shall be governed by and shall be construed in accordance with the laws of the State of Missouri. Signatures below indicate bothparties understand and agree to the terms and conditions of this Agreement.

CLIENT:

CONTRACTOR:

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