Freelance Contract
Freelance Contract
Rev. 133EE8E
FREELANCE CONTRACT
This Freelance Contract (this "Agreement") is made as of this June 15,2024, (the “Effective Date”) by and
between Mr. Sachin Sharma located at Chandigarh, India (“Client”) and Mr. Rachit Prajapati located at
Jaipur, India (“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 Client (the “Services”): Social
Media Manager of Instagram solely with considerable contribution in Facebook and LinkedIn too. This
includes 23 static posts and 7 reels in a 30 day month, and 8 LinkedIn post In addition to . In addition,
Independent Contractor shall perform such other duties and tasks, or changes to the Services, as may be
agreed upon by the Parties.
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 Client under this Agreement shall
have commenced on June 5, 2024. The Parties agree and acknowledge that this Agreement and
Independent Contractor's engagement with Client under this Agreement shall terminate on September 5,
2024. At the time of termination, Independent Contractor agrees to return all Client property used in
performance of the Services, including all digital assets and all documents. Independent Contractor shall
reimburse Client for any Client 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 Client. 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. Nothing contained in this Agreement shall be deemed or construed
by the Parties to create the relationship of a partnership, a joint venture or any other fiduciary relationship.
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 Client. “Confidential
Information” shall mean any data or information that is competitively sensitive material and not
1/1
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 Client considers
confidential and proprietary. Independent Contractor acknowledges and agrees that the Confidential
Information is valuable property of Client, developed over a long period of time at substantial expense
and that it is worthy of protection.
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 Client. 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 Client 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 Client 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.
2/1
8. 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 Client for any business that is directly or indirectly in completion with Client.
9. Non-Solicit. Independent Contractor agrees and covenants that for a period of __________ months
following the termination of this Agreement, Independent Contractor will not, directly or indirectly, solicit
any officer, director or employee, or any customer, client, supplier or vendor of Client 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 Client.
10. Mutual Representations and Warranties. Both Client 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.
11. Indemnification. The Independent Contractor shall indemnify and hold harmless Client 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.
12. Governing Law. The terms of this Agreement and the rights of the Parties hereto shall be governed
exclusively by the laws of the State of India, without regarding its conflicts of law provisions.
13. 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 Indian Arbitration Association.
14. Binding Effect. This Agreement shall be binding upon and inure to the benefit of the Parties and
their respective successors and permitted assigns.
15. Assignment. The interests of Independent Contractor are personal to Independent Contractor and
cannot be assigned, transferred or sold without the prior written consent of Client.
16. 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.
17. Amendments. No supplement, modification or amendment of this Agreement will be binding unless
executed in writing by both of the Parties.
18. 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
3/1
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.
19. 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.
20. 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.
21. 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.
Mr.
Sachin Sharma
4/1
This page intentionally left blank.
Freelance Contract (Rev. 133EE8E)