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Section 2
Independent Contractor Agreement

Independent Contractor Agreement

This Agreement is entered into between:
Patriot Response Group, LLC ("Patriot")
5400 85th Street, Vero Beach, FL 32962

and

[Contractor Name] ("Independent Contractor"), an individual, residing at [Address].

Agreement Date: [Date]

In consideration of the promises and agreements contained herein, the parties agree as follows:

1. Engagement. Subject to the terms and conditions outlined in this Agreement, Patriot hereby engages the Independent Contractor to perform services for Patriot as set forth herein, and the Independent Contractor hereby accepts such engagement.

2. Term. This Agreement shall commence on the date as shown in Attachment A and shall continue until the Independent Contractor's satisfactory completion of the services performed hereunder, as determined by Patriot.

3. Services to Be Performed. During the term of this Agreement, the Independent Contractor agrees to perform the services described in Attachment A, which is attached hereto.

4. Performance of Tasks. The Independent Contractor shall have control and discretion over the means and manner of performing the services to achieve the result of the work to be performed. The Independent Contractor shall supply all necessary equipment, materials, and supplies and shall not rely on Patriot's equipment or offices to complete the services to be performed pursuant to this Agreement. Patriot retains the right to inspect, stop, or alter the work of the Independent Contractor to assure its conformity with this Agreement.

5. Time Requirements. The Independent Contractor will not be required to follow or establish a regular or daily work schedule, but shall devote during the term of this Agreement the time, energy and skill as necessary to perform the services of this engagement and shall, periodically or at any time upon the request of Patriot, submit information as to the amount of time worked and scope of work performed.

6. Compensation. For services performed under this Agreement, Patriot agrees to pay the Independent Contractor in accordance with the duties agreed upon. Federal, state, and local income tax and payroll tax of any kind shall not be withheld or paid by Patriot on behalf of the Independent Contractor. The parties agree that Patriot will not obtain any workers' compensation coverage for the Independent Contractor, and further agree that, in no event, shall Patriot pay any workers' compensation insurance benefits to the Independent Contractor. The Independent Contractor understands that they are responsible, in accordance with applicable law, for paying the Independent Contractor's income and other employment taxes. Patriot and the Independent Contractor agree that any hours mutually negotiated and scheduled to exceed forty (40) hours in a calendar week shall be paid at one and one-half times the agreed-upon hourly rate for the hours actually worked.

7. Right to Benefits. The Independent Contractor expressly acknowledges and agrees that the Independent Contractor is not an employee of Patriot, and as such is not entitled to and will have no claim to any Patriot benefits provided to employees, including but not limited to, health benefits, vacation and sick leave benefits, or profit sharing or pension plans (such as 401(k) plans), shares or bonuses.

8. Independent Contractor Status. This Agreement does not constitute a hiring by either party. Under this Agreement, the Independent Contractor shall have an independent contractor status and shall not be an employee for any purpose, including but not limited to, the application of the Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, any state revenue and taxation code relating to income tax withholding at the source of income, workers' compensation, and other benefit payments and third party liability claims. To the extent applicable, the Independent Contractor shall procure sufficient insurance to cover general liability, personal injury, and property damage.

9. Professional Responsibility. Nothing in this Agreement shall be construed to interfere with or otherwise affect the rendering of services by the Independent Contractor by his or her independent and professional judgment. The Independent Contractor shall perform the services in a good and workmanlike manner and in accordance with generally accepted industry practices.

10. Conflicts of Interest. The Independent Contractor shall not act as an agent for, consultant to, or as an officer, employee, or other representative of any subcontractor or supplier to Patriot. The Independent Contractor shall not serve in any of the foregoing capacities for any of Patriot's competitors or prospective competitors, without giving prior written notification to Patriot.

11. Work Made for Hire. The Independent Contractor agrees that the services to be performed under this Agreement, including all tasks, duties, results, inventions and intellectual property developed or performed under this Agreement, are considered "work made for hire" as defined in 17 U.S.C. Section 101, and that any such work is by this Agreement assigned to Patriot and shall be the sole property of Patriot for all purposes.

12. Termination. This Agreement may be terminated before the completion or achievement of the services to be performed by either party, giving seven calendar days' written notice. Independent Contractor must return all issued property, including ID Badges, at the time of termination, or final pay will be withheld until all property is returned.

13. Indemnification and Hold Harmless. The Independent Contractor agrees to indemnify and hold harmless Patriot from any claims by the Independent Contractor, which may arise out of and during the performance of his or her duties hereunder.

14. Confidentiality/Non-Disclosure. The Independent Contractor agrees not to disclose or communicate, in any manner, either during or after the term of this Agreement, any proprietary information about Patriot, including but not limited to, the names of its customers, marketing strategies, operations, pricing, data, or any other information of any kind which would be deemed confidential, a trade secret, a customer list, or other form of proprietary information of Patriot.

15. Non-Solicitation. The Independent Contractor shall not, during the term of this Agreement and for one year immediately following termination of this Agreement, either directly or indirectly, call on, solicit, or take away, or attempt to call on, solicit, or take away, any of the customers or clients of Patriot on whom Independent Contractor called or became acquainted with during the term of this Agreement.

16. Non-Compete. The Independent Contractor agrees not to compete directly or indirectly with Patriot. The term "not to compete" shall mean that the undersigned Independent Contractor shall not directly or indirectly compete with Patriot by serving as an officer, owner, partner, director, agent, employee, consultant, or subcontractor to any customer, client, firm or entity substantially engaged in a business similar or competitive to the business of Patriot. This Non-Compete and Exclusivity Agreement shall remain in effect for one (1) year from the date of execution of this agreement or for the duration of the scope of work, program, contract, and/or project listed in Attachment A, whichever is longer.

17. Entire Agreement. This Agreement constitutes the entire agreement between the parties. It supersedes any other agreements, either oral or in writing, between the parties.

18. Severability. If any term of this Agreement is invalid or unenforceable under any statute, regulation, ordinance, or other rule of law, such term will be deemed reformed or deleted, and the remaining provisions will remain in full force and effect.

19. Governing Law and Jurisdiction. This Agreement shall be governed by, and construed under, the laws and jurisdiction of the State of Florida.

IN WITNESS WHEREOF, the parties have caused this Agreement to be executed as of the date first written above.

Please type your full name to sign.
Section 3
Return of Property Acknowledgment

Return of Property Acknowledgment

Employee / Independent Contractor: [Name]
Address: [Address]
Date: [Date]

This Return of Property Acknowledgment ("Acknowledgment") is entered into between Patriot Response Group, LLC ("Patriot"), with a principal place of business at 5400 85th Street, Vero Beach, FL 32962, and the undersigned individual ("Contractor/Employee").

Purpose. Upon the conclusion of services rendered to Patriot, or upon request by Patriot at any time during engagement, the Contractor/Employee agrees to promptly return all property belonging to Patriot Response Group, LLC.

Property to be Returned. All property issued by Patriot to the Contractor/Employee must be returned, including but not limited to:

  • Identification badges, access cards, and credentials
  • Electronic devices (laptops, tablets, mobile phones, radios)
  • Uniforms, protective equipment, and gear
  • Keys, keycards, and access devices
  • Vehicles or vehicle keys assigned by Patriot
  • Confidential documents, files, manuals, and materials
  • Any other property entrusted to the Contractor/Employee during the course of engagement

Condition of Property. All property must be returned in the same condition as issued, subject to normal wear and tear. The Contractor/Employee shall be liable for any damage beyond normal wear and tear, or for the replacement value of any property that is not returned.

Withholding of Final Pay. As outlined in the Independent Contractor Agreement, failure to return all issued property — including ID Badges — at the time of termination or separation may result in the withholding of final compensation until all property has been returned in satisfactory condition.

Digital and Confidential Information. The Contractor/Employee further agrees to delete or destroy any copies of Patriot's confidential information, trade secrets, or proprietary data stored on personal devices or accounts, and to certify such deletion upon request.

Acknowledgment. By signing below, the Contractor/Employee acknowledges that they have read and understood this Return of Property Acknowledgment, agree to comply with all terms herein, and confirm that they are aware of the consequences of failing to return Patriot's property.

Please type your full name to sign.
Section 4
W-9 — Taxpayer Identification & Certification

Form W-9 — Request for Taxpayer Identification Number

Name (as shown on income tax return):
Please type your full name to sign.
Section 5
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