Common use of Key Provisions Clause in Contracts

Key Provisions. Referral Partner is Independent Contractor 4.1 Referral Partner enters into this Agreement, and will remain throughout the term of this Agreement, as an independent contractor. Referral Partner agrees that he or she is not and will not become an employee, partner, agent, or principal of Company while this Agreement is in effect. This agreement does not in any way create any type of partnership, association, joint venture, or other business relationship. Referral Partner agrees he or she is not entitled to the rights or benefits afforded to Company’s employees, including but not limited to, disability or unemployment insurance, workers’ compensation, medical or life insurance, sick leave, compensation time, overtime, retirement or holiday benefits, vacation time, profit sharing, bonuses, or any other employment benefit. Referral Partner is responsible for providing, at his or her own expense, disability, unemployment, and other insurance, workers’ compensation, training, permits, licenses, and any other requirement for himself or herself and for his or her employees and subcontractors. Nothing in this Agreement shall be construed to give Referral Partner any authority (i) to represent that he or she is an employee of Company, (ii) to bind Company with respect to contracts or representations or any other matters, except for those contracts expressly provided for in this Agreement, or (iii) to represent Company before any court or government or regulatory authority without he or she express written authorization of Company. 4.2 Referral Partner may represent, perform services for, and contract with as many additional Companies, persons, or companies as Referral Partner, in his or her sole discretion, sees fit, provided those services do not pose a conflict of interest with the services performed for Company. 4.3 Referral Partner is solely responsible for paying when due any taxes, including estimated taxes, incurred as a result of any commission paid by Company to Referral Partner under this Agreement. This includes but is not limited to any federal, California or local income taxes, social security or unemployment tax, or any other taxes. Referral Partner, on behalf of himself or herself and his or her successors, assigns, and heirs, agrees to indemnify and hold Company, including Company’s employees, officers, director, agents, subsidiaries and affiliates, harmless from and against any damage, claim, losses, fee, assessment, interest charge or penalty incurred by or charged to Company as a result of any claim, cause of action or assessment by any government agency for any nonpayment or late payment by Referral Partner of any tax or contribution based on compensation paid hereunder to Referral Partner or because Company did not withhold any taxes from compensation paid hereunder. 4.4 Referral Partner will be responsible for all expenses incurred in performing the services under this Agreement, except for reimbursements as expressly provided for in this Agreement. Commissions paid to Referral Partner are in full consideration of any services performed and any expenses incurred while performing said services.