INDEPENDENT CONTRACTOR AGREEMENT BETWEEN THE ARIZONA
TOOLING & MACHINING ASSOCIATION AND ______.
This Agreement is entered into as of April 18, XXXX, by and between the Arizona Tooling and Machining Association ("ATMA") and [Name] ("Contractor").
Whereas, the ATMA desires to engage the Contractor to perform certain services for the ATMA, pursuant to the terms and conditions stated in this Agreement; and
Whereas, the Contractor is qualified to perform such services,
NOW, THEREFORE, in consideration of the foregoing and the mutual promises and covenants herein contained, the parties agree as follows:
1. Services. The ATMA desires that the Contractor perform, and the Contractor agrees to perform the following work:
(a). Arrange, organize and actively participate in Board of Director, Executive Team, Labor, Technology Insurance Marketing and monthly Membership Meetings. This responsibility includes handling all physical arrangements and communications in a timely manner.
(b). Coordinate and maintain complete and current lists of all Regular and Associate Member companies and personnel.
(c). Market and actively recruit new Regular and Associate Members into the ATMA. Coordinate all marketing activities and maintain complete status reports on all prospective Regular and Associate Member companies.
(d). Assist the Board Member responsible for Programs in developing monthly Membership meetings. This responsibility includes the preparation and timely distribution of meeting notices and all promotional efforts.
(e). With the cooperation of the President, prepare the agenda for monthly Board of Director, Executive Team and Membership Meetings, and insure their timely membership distribution.
(f). Attend all scheduled meetings and maintain a record of all business transacted. Prepare final minutes for approval by the Board of Directors and distribute them.
(g). Organize, write, edit, publish and distribute all editions of the "Precision News "monthly newsletter on a schedule as determined by the board. Establish article submission "Due Dates."
(h). Assume responsibility for preparation and distribution of any special Chapter surveys, notices, special bulletins or newsletters.
(i). Organize, send invoicing and collect all charges for monthly Membership Meetings or special events within three (3) working days after said events, and promptly forward copies of this billing to the Board Member responsible for the Monthly Treasurer's Report.
(j). Organize, update, revise, edit, publish and distribute the Chapter's Membership Roster as needed
(k). Insure that all legal documents such as Federal and state tax returns and Arizona Corporation Commission annual reports are executed and submitted in a timely manner.
(1). Serve as the clearinghouse for all ATMA and National Tooling and Machining Association ("NTMA") resource materials for the Arizona Chapter.
(m). Actively publicize and promote the Chapter's activities for inclusion in the NTMA's "The Record" monthly newsletter.
(n). Communicate with NTMA personnel to keep all Chapter information current.
(o). Monitor and lend assistance to various Teams in an effort to keep them active and focused on attaining future accomplishments.
(p). Assist the Technology committee on updating and enhancing the Website. Keep a database of E-mails and communication sites for distribution of ATMA needs. Maintain a back-up to the system in a safe place.
2. Acknowledgment. All work of Contractor utilized by ATMA shall include an acknowledgment of Contractor in a manner customary to the Industry.
3. Status. The Contractor's status under this agreement shall be that of an independent contractor, and not that of an agent or an employee. Contractor warrants and represents that it has complied with all Federal, state and local laws regarding business permits and licenses that may be required for it to perform the work as set forth in this Agreement.
4. Terms of Payment. ATMA shall pay the Contractor a total of $XX per year.
5. Reimbursement of Expenses. ATMA shall not be liable to the Contractor for any expenses it pays or otherwise incurs unless otherwise agreed to by ATMA.
6. Equipment, materials or supplies. Contractor shall supply at its sole expense, all equipment, materials and/or supplies to accomplish the work to be performed, except where reimbursement has been authorized by the Board of Directors.
7. Federal, state and local payroll taxes. Neither Federal nor state, nor local income tax, nor any other payroll tax of any kind shall be withheld or paid by ATMA on behalf of the Contractor or its employees. In accordance with the terms of this Agreement and the understanding of the parties herein, Contractor shall not be treated as an employee with respect to the services performed hereunder for Federal or state tax purposes.
8. Fringe Benefits. Because Contractor is engaged in its own independent contracting business, it is not eligible for, nor entitled to, and shall not participate in, any of the ATMA's pension, health or other fringe benefit plans, if any such plans exist. Such participation in these fringe benefits is limited solely to ATMA member companies and their employees.
9. Tax Duties and Liabilities. Contractor understands and acknowledges that it is responsible to pay its income tax in accordance with Federal, state and local law. Contractor further understands that it may be liable for Social Security ("FICA") tax, to be paid in accordance with all applicable laws.
10. Workers' Compensation. Because Contractor is engaged in its own independent contracting business and is not an employee of ATMA, ATMA will not obtain workers' compensation insurance for the Contractor or its employees. Medical insurance is the responsibility of the Contractor.
11. Notices. Any notice given in connection with this Agreement shall be given in writing and shall be delivered either by hand to the other party or by certified mail, return receipt requested, to the other party.
12. No authority to bind ATMA. Contractor has no authority to enter into contracts or agreements on behalf of the ATMA, unless specifically authorized by the Board of Directors in writing or verbally. This Agreement does not create a partnership between the parties.
13. Assignment. This Agreement may not be assigned by the Contractor without the ATMA's prior written permission.
14. Waiver. The waiver by either party of a breach of any provision of this Agreement shall not operate, or be construed, as a waiver of any subsequent breach.
15. Modification. No change, modification or waiver of any term of this Agreement shall be valid unless it is in writing and signed by both ATMA and the Contractor.
16. Entire Agreement. This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements or understandings between the ATMA and the Contractor.
17. Applicable Law. This Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of Arizona without regard to its conflicts of law principles.
18. Disputes. If either party successfully seeks redress from a court to enforce its rights under this Agreement against the other party, the other party shall pay the successful party's costs and expenses, including attorney's fees.
19. Headings. The headings have been inserted for convenience only and are not to be considered when interpreting the provisions of this Agreement.
20. Termination. This Agreement expires March 1, XXXX, although this agreement can be terminated with a Thirty-Day (30) advance written notice by either party.
Arizona Tooling and Machining Association
By: ______
Date: _______
[Name] ("Contractor")
By: ______
Date: ______
Page 1 of 4