Remote Wokers Contract Form 1

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MEGA

TECH PUBLISHER

REMOTE WOKERS CONTRACT FORM

This Freelance Contract (this "Agreement") is made as of this , (the “Effective Date”) by
and between located at Toronto Canada a (“Client”) andlocated at
, , (“Independent Contractor”). Client and
Independent Contractor may each be referred to in this Agreement as a “Party” and collectively as the
“Parties.”

1. Services. Independent Contractor shall provide the following services to Mega Tech Publisher
(the“Services”): . In addition, Independent Contractor shall perform such other duties and
tasks, or changes to the Services, as may be agreed upon by the Parties.

2. Compensation. In consideration for the Services provided, the Consultant is to be paid in the
following manner: - Per Job $4000 for the completion of the Services.

3. Expenses. All costs and expenses incurred by Independent Contractor in connection with the
performance of the Services shall be the sole responsibility of and paid by Independent Contractor.

4. Term and Termination. Independent Contractor’s engagement with Mega Tech Publisher under
this Agreement shall commence on . The Parties agree and acknowledge that this
Agreement and Independent Contractor's engagement with Client under this Agreement shall terminate
on . At the time of termination, Independent Contractor agrees to return all Mega Tech
Publisher property used in performance of the Services, including but not limited to computers, cell
phones, keys, reports and other equipment and documents. Independent Contractor shall reimburse
Client for any Mega Tech Publisher property lost or damaged in an amount equal to the market price
of such property.

5. Independent Contractor. The Parties agree and acknowledge that Independent Contractor is an
independent contractor and is not, for any purpose, an employee of Mega Tech Publisher.
Independent Contractor does not have any authority to enter into agreements or contracts
on behalf of Client, and shall not represent that it possesses any such authority. Independent Contractor
shall not be entitled to any of Mega Tech Publisher benefits, including, but not limited to, coverage
under medical, dental, retirement or other plans.

6. Confidentiality.
a. Confidential and Proprietary Information. In the course of performing the Services,
Independent Contractor will be exposed to confidential and proprietary information of Mega Tech
Publisher. “Confidential Information” shall mean any data or information that is competitively
sensitive material and not generally known to the public, including, but not limited to, information
relating to development and plans, marketing strategies, finance, operations, systems, proprietary
concepts, documentation, reports, data, specifications, computer software, source code, object
code, flow charts, data, databases, inventions, know-how, trade secrets, customer lists, customer
relationships, customer profiles, supplier lists, supplier relationships, supplier profiles, pricing, sales
estimates, business plans and internal performance results relating to the past, present or future
business activities, technical information, designs, processes, procedures, formulas or
improvements, which Mega Tech Publisher considers confidential and proprietary. Independent
Contractor acknowledges and agrees that the Confidential Information is valuable property of
Mega Tech Publisher, developed over a long period of time at substantial expense and that it is
worthyof protection.

b. Confidentiality Obligations. Except as otherwise expressly permitted in this Agreement,


Independent Contractor shall not disclose or use in any manner, directly or indirectly, any
Confidential Information either during the term of this Agreement or at any time thereafter, except
as required to perform the Services or with Client’s prior written consent.

c. Rights in Confidential Information. All Confidential Information disclosed to Independent


Contractor by Mega Tech Publisher is and shall remain the sole and exclusive property of Mega
Tech Publisher, and (ii) is disclosed or permitted to be acquired by Independent Contractor solelyin
reliance on Independent Contractor’s agreement to maintain the Confidential Information in
confidence and not to use or disclose the Confidential Information to any other person. Except as
expressly provided herein, this Agreement does not confer any right, license, ownership or other
interest in or title to the Confidential Information to Independent Contractor.

d. Irreparable Harm. Independent Contractor acknowledges that use or disclosure of any


Confidential Information in a manner inconsistent with this Agreement will give rise to irreparable
injury for which damages would not be an adequate remedy. Accordingly, in addition to any other
legal remedies which may be available at law or in equity, Mega Tech Publisher shall be entitled
to equitable or injunctive relief against the unauthorized use or disclosure of Confidential Information.
Mega Tech Publisher shall be entitled to pursue any other legally permissible remedy available as
a result of such breach, including but not limited to, damages, both direct and consequential. In any
action brought by Mega Tech Publisher under this Section, Mega Tech Publisher shall be entitled
to recover its attorney’s fees and costs from Independent Contractor.
7. Ownership of Work Product. The Parties agree that all work product, information or other materials
created and developed by Independent Contractor in connection with the performance of the Services
under this Agreement and any resulting intellectual property rights (collectively, the “Work Product”) are
the sole and exclusive property of Mega Tech Publisher. The Parties acknowledge that the Work
Product shall, to the extent permitted by law, be considered a “work made for hire” within the definition
of Section 101 of the Copyright Act of 1976, as amended, (the “Copyright Act”) and that Mega Tech
Publisher is deemed to be the author and is the owner of all copyright and all other rights therein. If
the work product is not deemed to be a “work made for hire” under the Copyright Act, then Independent
Contractor hereby assigns to Mega Tech Publisher all of Independent Contractor’s rights, title and
interest in and to the Work Product, including but not limited to all copyrights, publishing rights and
rights to use, reproduce and otherwise exploit the Work Product in any and all formats, media, or all
channels, whether now known or hereafter created.

8. Insurance. For the term of this Agreement, Independent Contractor shall obtain and maintain a
policy of insurance, with appropriate and adequate coverage and limits, to cover any claims for bodily
injury, property damage or other losses which might arise out of any negligent act or omission
committed by Independent Contractor or Independent Contractor’s employees or agents, if any, in
connection with the performance of the Services under this Agreement.

9. Non-Compete. Independent Contractor agrees and covenants that during the term of this
Agreement, and for a period of months following the termination of this Agreement,
Independent Contractor will not, directly or indirectly, perform or engage in the same or similar activities
as were performed for Mega Tech Publisher for any business that is directly or indirectly in completion
with 69OnlineJobs.

10. Non-Solicit. Independent Contractor agrees and covenants that for a period of days
following the termination of this Agreement, Independent Contractor will not, directly or indirectly, solicit
any officer, director or employee, or any customer, Mega Tech Publisher, supplier or vendor of
69OnlineJobs for the purpose of inducing such party to terminate its relationship with Client in favor of
Independent Contractor or another business directly or indirectly in competition with Mega Tech
Publisher.

11. Mutual Representations and Warranties. Both Mega Tech Publisher and Independent
Contractor represent and warrant that each Party has full power, authority and right to execute and
deliver this Agreement, has full power and authority to perform its obligations under this Agreement,
and has taken all necessary action to authorize the execution and delivery of this Agreement. No other
consents are necessary to enter into or perform this Agreement.

12. Independent Contractor Representation and Warranties. Independent Contractor represents


and warrants that it has all the necessary licenses, permits and registrations, if any, required to perform
the Services under this Agreement in accordance with applicable federal, state and local laws, rules
and regulations and that it will perform the Services according to the Mega Tech Publisher guidelines
and specifications and with the standard of care prevailing in the industry.

13. Indemnification. The Independent Contractor shall indemnify and hold harmless Mega Tech
Publisher from any damages, claims, liabilities, loss and expenses, including reasonable attorney’s
fees, arising out of any act or omission of Independent Contractor in performing the Services or the
breach of any provision of this Agreement by Independent Contractor.

14. Governing Law. The terms of this Agreement and the rights of the Parties hereto shall be governed
exclusively by the laws of the Toronto Canada, without regarding its conflicts of law provisions.

15. Disputes. Any dispute arising from this Agreement shall be resolved through mediation. If the
dispute cannot be resolved through mediation, then the dispute will be resolved through binding
arbitration conducted in accordance with the rules of the American Arbitration Association.

16. Binding Effect. This Agreement shall be binding upon and inure to the benefit of the Parties and
their respective successors and permitted assigns.

17. Assignment. The interests of Independent Contractor are personal to Independent Contractor and
cannot be assigned, transferred or sold without the prior written consent of Mega Tech Publisher.

18. Entire Agreement. This Agreement constitutes the entire agreement between the Parties hereto
with respect the subject matter hereof, and supersedes all prior negotiations, understandings and
agreements of the Parties.

19. Amendments. No supplement, modification or amendment of this Agreement will be binding unless
executed in writing by both of the Parties.

20. Notices. Any notice or other communication given or made to either Party under this Agreement
shall be in writing and delivered by hand, sent by overnight courier service or sent by certified or
registered mail, return receipt requested, to the address stated above or to another address as that
Party may subsequently designate by notice, and shall be deemed given on the date of delivery.

21. Waiver. Neither Party shall be deemed to have waived any provision of this Agreement or the
exercise of any rights held under this Agreement unless such waiver is made expressly and in writing.
Waiver by either Party of a breach or violation of any provision of this Agreement shall not constitute a
waiver of any subsequent or other breach or violation.

22. Further Assurances. At the request of one Party, the other Party shall execute and deliver such
other documents and take such other actions as may be reasonably necessary to effect the terms of
this Agreement.

23. Severability. If any provision of this Agreement is held to be invalid, illegal or unenforceable in
whole or in part, the remaining provisions shall not be affected and shall continue to be valid, legal and
enforceable as though the invalid, illegal or unenforceable parts had not been included in this
Agreement
IN WITNESS WHEREOF, this Agreement has been executed and delivered as of the date first written
above.

Roger Edwards. (Director)


Client Signature Client Full Name

Independent Contractor Signature Independent Contractor Full Name

CONTACT US: [email protected]

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