The Contractor is as Independent Contractor of Genoa Holdings, PMA. Nothing contained in this agreement will be construed to create the relationship of employer and employee, principal and agent, partnership or joint venture, or any other fiduciary relationship. The Independent Contractor may not act as agent for, or on behalf of buyer, or to represent or bind the buyer in any manner.
Both parties represent that they are fully authorized and empowered to enter into this Agreement, and that the performance of the obligations under this Agreement will not violate or infringe upon the rights of any third-party, or violate any Agreement between the parties and any other person, firm or organization or any law within the agreement.
Responsibilities & Deliverable’s
The Independent Contractor hereby lists the following services:
1: To act in the capacity of a consultant for buyer,
2: To fulfill the obligations and rights of a Compliance Officer for buyer, which consist of:
While the output can include:
- Project Plan
- Contract review
Skills Required and Offered
Compliance officer services require a unique skill set to ensure a company’s operations fully comply with regulations and procedures. It is critical that a compliance officer possess high ethical standards and honesty as this individual is responsible for ensuring a company adheres to required regulations. Compliance officers continually review the work of others, therefore it is essential they have polished people skills and work well with colleagues. Compliance officers need to be reliable, showing commitment and unity in relation to a company’s regulations and procedures, and it is crucial they demonstrate this to colleagues, leading by example. Compliance officers must also have strong attention to detail. They need the ability to notice actions that may result in a liability.
In the event of a regulatory breach, it is important for the compliance officer to have appropriate disciplinary measures in place to avoid a future recurrence. It is the compliance officer’s duty to ensure continual monitoring and review of compliance procedures to help identify possible areas where improvements could be made. Compliance officers are expected to provide an objective view of company policies. Influence by other employees, including management and executives, to overlook infractions may result in significant fines or sanctions that may lead to financial loss or even business closure. Larger companies typically have a chief compliance officer (CCO) to direct compliance-related activities.
Except with respect to the parties’ indemnification obligations, neither party shall be liable to the other for any special, indirect, incidental, punitive, or consequential damages arising from or related to this Agreement, including bodily injury, death, loss of revenue, or profits or other benefits, and claims by any third party, even if the parties have been advised of the possibility of such damages. the foregoing limitation applies to all causes of action in the aggregate, including without limitation to breach of contract, breach of warranty, negligence, strict liability, and other torts.
Confidentiality and Non-Compete
Each party (on its behalf and on behalf of its subcontractors, employees or representatives, or agents of any kind) agrees to hold and treat all confidential information of the other party, including, but not limited to, trade secrets, sales figures, employee and customer information and any other information that the receiving party reasonably should know is confidential as confidential, and protect the information with the same degree of care as each party uses to protect its own confidential information.
The parties intend that, to the extent the deliverable’s or a portion of the deliverable’s qualify as a “work made for hire,” it will be so deemed a work made for hire.
If the deliverable’s do not qualify as work made for hire, and/or as otherwise necessary to ensure the buyer complete ownership of all rights, titles and interest in the deliverable’s, the Contractor shall transfer and assign to the Company all rights, titles and interests throughout the world in and to any and all deliverable’s. This transfer and assignment includes, but is not limited to, the right to publish, distribute, make derivative works of, edit, alter or otherwise use the deliverable’s in any way the buyer sees fit.
The buyer grants the Contractor, a limited, non-exclusive, non-transferable, non-assignable, royalty free, worldwide license to display the deliverable’s on a platform personally controlled, in whole or in part, by the Contractor. The buyer may revoke this license at any time by requesting the removal of the deliverable’s displayed by the Contractor. Upon such request, the Contractor shall remove the deliverable’s from the platform, and provide written notification of such removal.
Confidential Information does not include any information that at the time of the disclosure or thereafter is lawfully obtained from publicly available sources generally known by the public (other than as a result of a disclosure by the receiving party or its representatives).
The Independent Contractor shall notify buyer of any change(s) to the schedule that could adversely affect the availability of the Independent Contractor, deliverable’s, or due dates, whether known or unknown at the time of this Agreement, no later than 3 days prior to such change(s).
The Contractor shall indemnify and hold harmless the buyer, its affiliates, and its respective officers, directors, agents and employees from any and all claims, demands, losses, causes of action, damage, lawsuits, judgments, arising out of, or relating to, the Contractor’s services under this Agreement.
Either party may terminate this Agreement for cause by providing the other party written notice if the other party:
is in material breach of this Agreement and has failed to cure such breach within five (5) days after its receipt of written notice of such breach provided by the non-breaching party;
engages in any unlawful business practice related to that party’s performance under the Agreement; or
files a petition for bankruptcy, becomes insolvent, acknowledges its insolvency in any manner, ceases to do business, makes an assignment for the benefit of its creditors, or has a receiver, trustee or similar party appointed for its property.
This Agreement, and any accompanying appendices, duplicates, or copies, constitutes the entire Agreement between the parties, and supersedes all prior negotiations, agreements, representations, and understandings of any kind, whether written or oral, between the parties, preceding the date of this Agreement.
If any provision or provisions of this Agreement shall be held unenforceable for any reason, then such provision shall be modified to reflect the parties’ intention. All remaining provisions of this Agreement shall remain in full force and effect for the duration of this Agreement.
A failure or delay in exercising any right, power or privilege in respect of this Agreement will not be presumed to operate as a waiver, and a single or partial exercise of any right, power or privilege will not be presumed to preclude any subsequent or further exercise, of that right, power or privilege or the exercise of any other right, power or privilege.
Choice of Law
This Agreement is be governed by and construed in accordance with the terms and conditions of the agreement. Any action instituted by either party arising out of this Agreement will only be brought, tried and resolved under the doctrine of arbitration.
Once the rate is delivered, the agreement begins, once the rate per hour is exhausted, the agreement ends.
Rate: 25.00 USD per hour.