Independent Contractor Agreements: Universal Terms

 

This page lists the Universal Terms that apply to all parties entering into client-consultant contracts ("Independent Contractor Agreements") with one another via Aegora.

By entering into such a contract as a Client or Consultant, you are asserting that you have read, understand, and agree with these terms.

1: Contractual Responsibility and Fulfillment

Contracts entered into via Aegora are agreements between a Consultant (who agrees to provide goods or services, or "Work") and a Client (who agrees to provide payment for these goods or services). For each contract, the Consultant and the Client are the only parties bound by the contract. No party may enter into a contract on behalf of a third party without that third party's explicit consent. UNDER NO CIRCUMSTANCES WHATSOEVER are Aegora, its employees, representatives or agents responsible for the nature or content of contracts that users enter into. Aegora is not responsible for the legality of such contracts. Aegora is not responsible for the provision of the goods or services defined in a contract, nor is Aegora responsible for the provision of payment for these goods or services. Aegora is not responsible for the merchantability, quality, or nature of services provided by consultants, in any way whatsoever.

Aegora's contract negotiation system is designed specifically to allow consultants and clients to minimize risk. If you are creating a contract with another user with whom you have not worked before, it is suggested that you use a greater number of milestones to reduce the risk associated with each stage of the job.

2: Milestones & Secure Payment

Milestones: Projects on Aegora use the "Milestone" system. This allows the Client and Consultant to agree on a schedule of partial payments. The Client will release a Milestone payment when shown by the Consultant that the defined progress has been made on the project.

Secure Payment: The Client will be asked to "fund" a Milestone before the Consultant begins work on its tasks. These funds are held in Secure Payment by Aegora until the Client is shown that the defined progress has been made by the Consultant, at which point they are disbursed to the Consultant.

This Milestone-Secure-Payment system significantly lowers risk for both parties and provides the basis for a sound professional relationship.

You may use as many or as few milestones as you like. Once the Terms of the Independent Contractor Agreement have been agreed on by both parties, the Consultant will have the opportunity to propose milestones. The Client may then accept these Milestones, or modify and re-propose the Milestones to the Consultant.

This Agreement therefore comes into effect only once both the Terms and the Milestones are agreed on by both parties.

The Client agrees to fund the first milestone immediately the Terms and the Milestones are agreed on by both parties. The Consultant agrees to begin the specified Work immediately the first Milestone is funded (or at the later date, if one is agreed upon). The Consultant should not begin the Work until the first milestone is funded.

3: Mutual Understanding

The Agreement between the Client and the Consultant consists of several documents and interactions. These are as follows, in DESCENDING precedence:

  1. ICA Terms and Milestones. The Independent Contractor Agreement, its Terms and Milestones.
  2. Interview & Interview Documents. Any agreements between the Client and the Contractor entered into as part of the Interview process and recorded on the Aegora system. Documents, such as a Statement of Work or Proposal, submitted by the Contractor as part of the Interview (proposal of the ICA terms by the Client shall be taken to imply acceptance of these documents, in the absence of an explicit statement to the contrary in this ICA or the Interview). Any statements, claims and/or promises of service, cost quotation, compensation, competence or representation made by either of the Parties as part of the Interview process.
  3. Application & Application Documents. Any statements, claims and/or promises of service, cost quotation, competence or representation made by the Contractor as part of the Application and recorded on the Aegora system, including the content of any documents provided as attachments to the Application by the Contractor.
  4. Job Advertisment. Any statements and/or promises of compensation, competence or representation made by the Client as part of the Job Advertisment.

The above items shall in this document be referred to collectively as the "Job Definition", and individually as a "Job Definition Article".

It is to be recognized that the nature and scope of a project may change during the discussion process between the Client and potential Contractors. If terms contained in a higher-ranked document are in conflict with terms contained in a lower-ranked document, the terms of the higher-ranked document shall take precedence. For instance, if the Consultant provides an estimated job duration of five weeks in the Application, but revises that estimate to ten weeks in the Independent Contractor Agreement Terms, the figure of ten weeks shall take precedence. Likewise, if a Client and Consultant reach an understanding during the Interview process that is in conflict with the Client's initial Job Advertisment, the Interview shall take precedence.

It is strongly suggested that each party to a contract should download and store copies of each document.