INDEPENDENT CONTRACTOR AGREEMENT

 

THIS INDEPENDENT CONTRACTOR AGREEMENT (the "Agreement") is dated this ________ day of

________________, ________.

 

Compass Developers

Sportspaltraining

55 River Road Nyack, NY 10960

 

CONTRACTOR

 

______________________

______________________________

(the "Contractor")

 

BACKGROUND

 

IN CONSIDERATION OF the matters described above and of the mutual benefits and obligations set forth in

this Agreement, the receipt and sufficiency of which consideration is hereby acknowledged, the

Sportspal and the Contractor (individually the "Party" and collectively the "Parties" to this Agreement)

agree as follows:

SERVICES PROVIDED

 

TERM OF AGREEMENT

The Sportspal is of the opinion that the Contractor has the necessary qualifications, experience and

abilities to provide services to the Sportspal.

A.The Contractor is agreeable to providing such services to the Sportspal on the terms and conditions

set out in this Agreement.

B.The Sportspal hereby agrees to engage the Contractor to provide the Sportspalwith the

following services (the "Services"):

• Personal shopping and/or delivery services..

1.The Services will also include any other tasks which the Parties may agree on. The Contractor hereby agrees

to provide such Services to the Sportspal.

2.The term of this Agreement (the "Term") will begin on the date of this Agreement and will remain in full

force and effect indefinitely until terminated as provided in this Agreement.

3.In the event that either Party wishes to terminate this Agreement, that Party will be required to provide

four days' written notice to the other Party.

4. In the event that either Party breaches a material provision under this Agreement, the non-defaulting Party may terminate this Agreement immediately and require the defaulting Party to indemnify the non-

defaulting Party against all reasonable damages.

 

6. This Agreement may be terminated at any time by mutual agreement of the Parties.

Except as otherwise provided in this Agreement, the obligations of the Contractor will end upon the

termination of this Agreement.

7. You may terminate this Agreement at any time upon written (including email) notice to . If your

termination of this Agreement results in your failure to complete an accepted Delivery Opportunity in

accordance with the terms set forth in this Agreement, you may be subject to liability for any and all

damages resulting therefrom.

8. Sportspal may immediately terminate this Agreement, upon written (including email) notice to you

in the event you engage in a material breach of the terms of this Agreement, including, but not limited to, any act that violates Sportspal Full Service Shopper Account Access Guidelines, such as when you:

A. Cause a safety issue;

B. Violate applicable local, state, or federal laws or applicable guidance;

C. Fail to meet acceptable standards of service with respect to the end result of the Services as specified by the customer;

D. Repeatedly fail to deliver on time or repeatedly fail to deliver complete orders;

E. Fail your background checks after signing this Agreement;

F. Invade customer privacy;

G. Engage in or encourage fraudulent conduct;

H. Misuse or otherwise improperly disclose Confidential Information, or reproduce or prepare derivative

works based on Sportspal platform;

I. Invalidate this Agreement through an improper signature.

9. Sportspal reserves the right to modify the terms of Full Service Shopper Account Access Guidelines

from time to time when Sportspal determines, in its reasonable and good faith business judgment, it

is necessary to do so to ensure the safe and reliable operation of the Sportspal platform. Any such

modifications shall be effective upon posting on the Sportspal Platform, either through the

Sportspal website or in the Shopper App. Your continued use of the Sportspal Platform or

performance of Services after any such changes are posted shall constitute your consent to such

modifications.

10. Independent Contractor Agreement Page 2 of 13

PERFORMANCE

CURRENCY

COMPENSATION

CONFIDENTIALITY

Notwithstanding anything to the contrary, SportsPal may stop providing access to the

SportsPal Platform, services, or features to you or to users of the SportsPal Platform generally

when SportsPal determines, in its reasonable and good faith business judgment, it is necessary to do

so to ensure the safe and reliable operation of the SportsPal platform. Additionally, the Parties agree

that the contract terminates with no written notice required if either: you do not provide any Services

under the Agreement within 45 consecutive days of executing it; or, after you have started to perform

Services, you do not provide Services for 75 consecutive days. You understand that upon termination of the

Agreement, there is no guarantee of a presentation of a new contract

12. The Parties agree to do everything necessary to ensure that the terms of this Agreement take effect. Except as otherwise provided in this Agreement, all monetary amounts referred to in this Agreement are in USD (US Dollars).

13.The Contractor will charge the SportsPal for the Services as follows (the "Compensation"):

• The contractor will received a compensation of 80% of the fee we charge our customers per

individual shopping and delivery the contractor completes.

 

15. Invoices submitted by the Contractor to the SportsPal are due within 30 days of receipt.

In the event that this Agreement is terminated by the SportsPal prior to completion of the Services

but where the Services have been partially performed, the Contractor will be entitled to pro rata payment

of the Compensation to the date of termination provided that there has been no breach of contract on the

part of the Contractor.

16. The Contractor will not be reimbursed for any expenses incurred in connection with providing the

Services of this Agreement.

17. Confidential information (the "Confidential Information") refers to any data or information relating to the

SportsPal, whether business or personal, which would reasonably be considered to be private or

proprietary to the SportsPal and that is not generally known and where the release of that

Confidential Information could reasonably be expected to cause harm to the SportsPal.

18. The Contractor agrees that they will not disclose, divulge, reveal, report or use, for any purpose, any

Confidential Information which the Contractor has obtained, except as authorized by the

SportsPal or as required by law. The obligations of confidentiality will apply during the Term and will

survive indefinitely upon termination of this Agreement.

19. Independent Contractor Agreement Page 3 of 13

OWNERSHIP OF INTELLECTUAL PROPERTY

RETURN OF PROPERTY

CAPACITY/INDEPENDENT CONTRACTOR

RIGHT OF SUBSTITUTION

AUTONOMY

All intellectual property and related material, including any trade secrets, moral rights, goodwill, relevant

registrations or applications for registration, and rights in any patent, copyright, trademark, trade dress,

industrial design and trade name (the "Intellectual Property") that is developed or produced under this

Agreement, is a "work made for hire" and will be the sole property of the SportsPal. The use of the

Intellectual Property by the SportsPal will not be restricted in any manner.

20. The Contractor may not use the Intellectual Property for any purpose other than that contracted for in this

Agreement except with the written consent of the SportsPal. The Contractor will be responsible for

any and all damages resulting from the unauthorized use of the Intellectual Property.

21. Upon the expiration or termination of this Agreement, the Contractor will return to the

SportsPal any property, documentation, records, or Confidential Information which is the property

of the SportsPal.

22. In providing the Services under this Agreement it is expressly agreed that the Contractor is acting as an

independent contractor and not as an employee. The Contractor and the SportsPal acknowledge that

this Agreement does not create a partnership or joint venture between them, and is exclusively a contract

for service. The SportsPal is not required to pay, or make any contributions to, any social security,

local, state or federal tax, unemployment compensation, workers' compensation, insurance premium,

profit-sharing, pension or any other employee benefit for the Contractor during the Term. The Contractor

is responsible for paying, and complying with reporting requirements for, all local, state and federal taxes

related to payments made to the Contractor under this Agreement.

23. Except as otherwise provided in this Agreement, the Contractor may, at the Contractor's absolute

discretion, engage a third party sub-contractor to perform some or all of the obligations of the Contractor

under this Agreement and the SportsPal will not hire or engage any third parties to assist with the

provision of the Services.

24. In the event that the Contractor hires a sub-contractor:

• the Contractor will pay the sub-contractor for its services and the Compensation will remain

payable by the SportsPal to the Contractor.

• for the purposes of the indemnification clause of this Agreement, the sub-contractor is an agent of

the Contractor.

 

26. Except as otherwise provided in this Agreement, the Contractor will have full control over working time,

Independent Contractor Agreement Page 4 of 13

EQUIPMENT

NO EXCLUSIVITY

NOTICE

INDEMNIFICATION

ADDITIONAL CLAUSES

methods, and decision making in relation to provision of the Services in accordance with the Agreement.

The Contractor will work autonomously and not at the direction of the SportsPal. However, the

Contractor will be responsive to the reasonable needs and concerns of the SportsPal.

 

Except as otherwise provided in this Agreement, the Contractor will provide at the Contractor’s own

expense, any and all tools, machinery, equipment, raw materials, supplies, workwear and any other items or

parts necessary to deliver the Services in accordance with the Agreement.

27.The Parties acknowledge that this Agreement is non-exclusive and that either Party will be free, during and

after the Term, to engage or contract with third parties for the provision of services similar to the Services.

28.All notices, requests, demands or other communications required or permitted by the terms of this

Agreement will be given in writing and delivered to the Parties at the following addresses:

or to such other address as either Party may from time to time notify the other, and will be deemed to be

properly delivered (a) immediately upon being served personally, (b) two days after being deposited with

the postal service if served by registered mail, or (c) the following day after being deposited with an

overnight courier.

SportsPal

55 River Road Nyack, NY 10960

a.______________________(Address)

______________________________

b._____________________________    (Name)

29.Except to the extent paid in settlement from any applicable insurance policies, and to the extent permitted

by applicable law, each Party agrees to indemnify and hold harmless the other Party, and its respective

affiliates, officers, agents, employees, and permitted successors and assigns against any and all claims,

losses, damages, liabilities, penalties, punitive damages, expenses, reasonable legal fees and costs of any

kind or amount whatsoever, which result from or arise out of any act or omission of the indemnifying

party, its respective affiliates, officers, agents, employees, and permitted successors and assigns that occurs

in connection with this Agreement. This indemnification will survive the termination of this Agreement.

30.YOUR PERSONNEL

1 Subject to compliance with this Agreement, you will have sole discretion over whether to engage

31.Independent Contractor Agreement Page 5 of 13

subcontractors or use employees, assistants or helpers (collectively “Personnel”) to assist in the provision of

Services, and you will be solely responsible for the direction and control of your Personnel.

Notwithstanding the foregoing, you remain liable for the performance of the Services by your Personnel,

and the engagement of Personnel will not release you from any of your obligations under this Agreement.

2 You will require all Personnel performing the Services hereunder to comply with all eligibility

requirements set forth in Sections 1 and 2 above. You acknowledge that, as a prerequisite to performing the

Services, your Personnel will need to consent to background checks, and continued access to the

SportsPal Platform is contingent upon passing the background checks and otherwise complying with

the terms of this Agreement (and any documents incorporated by reference). Before allowing any

Personnel to perform the Services, you agree to make your records demonstrating compliance with the

foregoing requirements available to SportsPal for verification. SportsPal's right to verification

herein does not in any way mitigate or reduce your obligation to ensure your Personnel’s compliance with

the requirements of this Agreement.

3 Any Personnel you engage to assist in the provision of Services will need to access the SportsPal

Platform using their own separate username and password to provide the Services.

4 Payment for Delivery Opportunities accepted by your Personnel will be payable to your Personnel.

Payment for Delivery Opportunities accepted by you that are performed by your Personnel will be payable

to you. You assume full responsibility, and SportsPal will not be responsible, for the payment of any

compensation, benefits and/or expenses to your Personnel (which will be determined in your sole

discretion) or for any payment from your Personnel to you, and for any required state and federal income

tax withholdings, unemployment insurance, and social security taxes related to subcontractors. Unless

required by law, SportsPal will not have any withholding obligations with respect to compensation of

your Personnel.

5 As a condition of performing the Services hereunder, any Personnel performing the Services must

execute a separate acknowledgment representing, warranting and agreeing to comply with this Agreement.

You agree to provide a copy of such acknowledgement and/or contract between you and your Personnel to

SportsPal for verification.

6 As further set forth in Section 7 below, you agree to indemnify, defend, and hold harmless

SportsPal, and SportsPal's officers, directors, shareholders, employees and agents, and its or

their successors and assigns, from and against any and all claims, demands, losses, costs, expenses,

obligations, liabilities, damages, recoveries, and deficiencies, including interest, penalties, and reasonable

legal fees and costs, that any of your Personnel may assert against SportsPal that result from, or are

related to the performance of the Services, by you or your Personnel, including claims for unpaid wages,

benefits and/or expenses, whether brought under federal, state or local law.

RELATIONSHIP OF THE PARTIES

1 You enter into this Agreement as an independent contractor with a business relationship between you

and SportsPal. You acknowledge and agree that you operate a business separate and distinct from

32.Independent Contractor Agreement Page 6 of 13

SportsPal, and that both you and SportsPal are able to operate your respective businesses

without the other. It is understood that in agreeing to provide Services under this Agreement, Contractor

shall be acting and shall act at all times as an independent contractor, and not as an employee of

SportsPal for any purpose whatsoever, including without limitation, for purposes relating to taxes,

payments required by statute, or any other withholdings or remittances to any governmental agency or

authority. Under no circumstances shall you look to SportsPal as your employer, partner, joint

venturer, agent, or principal, nor shall this Agreement be construed to establish any such relationship. YOU

SHALL NOT BE ENTITLED TO ANY EMPLOYEE BENEFITS ACCORDED TO SportsPal's

EMPLOYEES, INCLUDING BUT NOT LIMITED TO, WORKERS’ COMPENSATION, DISABILITY

INSURANCE, HEALTH INSURANCE, VACATION, OR SICK PAY. You further acknowledge that this

Agreement does not create any employer-employee relationship between a third party retailer and yourself,

and that you are not entitled to any benefits, including but not limited to, Workers’ Compensation

coverage, afforded to any employees of a third party retailer.

2 SportsPal is interested only in the results to be achieved by you under this Agreement. You shall be

solely responsible for determining the manner and method of performing all Services under this

Agreement, and achieving the desired results, in a lawful and safe manner. SportsPal shall have no

right to control, oversee, or supervise you in the performance of the Services under this Agreement. Nor

shall SportsPal have a right to control, oversee, or supervise any Personnel you engage to assist you

in the provision of the Services under this Agreement. You acknowledge that SportsPal does not

provide or require training as to the performance of the Services under this Agreement.

3 ON A CONTINUING BASIS, YOU SHALL BE SOLELY RESPONSIBLE FOR, AND TO THE EXTENT

REQUIRED BY LAW:

A. SECURING AND PAYING FOR WORKER'S COMPENSATION INSURANCE;

B. SECURING AND PAYING DISABILITY INSURANCE, HEALTH INSURANCE, AND/OR OTHER

SIMILAR INSURANCE;

C. SECURING AND PAYING UNEMPLOYMENT OR OTHER SIMILAR INSURANCE

CONTRIBUTIONS;

D. SECURING AND PAYING ALL NECESSARY LIABILITY INSURANCE FOR YOU AND ANY

PERSONNEL;

E. SECURING AND PAYING FOR AUTOMOBILE INSURANCE IN COVERAGE AMOUNTS

CONSISTENT WITH LEGAL REQUIREMENTS, INCLUDING ANY REQUIRED NO FAULT

AUTOMOBILE INSURANCE OR COMMERCIAL LIABILITY INSURANCE; AND

F. WITHHOLDING INCOME AND REPORTING WAGES, OTHER SIMILAR TAXES, OR SOCIAL

SECURITY, ON BEHALF OF YOURSELF AND ANY PERSONNEL AS LEVIED AND/OR REQUIRED

BY ANY FEDERAL, STATE, LOCAL, OR ANY OTHER GOVERNMENTAL AUTHORITY.

Independent Contractor Agreement Page 7 of 13

 

YOU UNDERSTAND THAT SportsPal DOES NOT PROVIDE ANY INSURANCE LISTED

ABOVE, YOU SHOULD VERIFY WHETHER YOUR AUTOMOBILE INSURANCE COVERS

PERFORMANCE OF YOUR SERVICES, NOT ALL INSURANCE POLICIES COVER SUCH SERVICES,

AND YOU ARE NOT ENTITLED TO RECEIVE SUCH INSURANCE COVERAGE FROM

SportsPal. YOU FURTHER UNDERSTAND THAT ITEMS LISTED IN THIS SECTION (FOR

EXAMPLE, COMMERCIAL AUTOMOBILE INSURANCE) MAY BE REQUIRED IN YOUR

JURISDICTION, AND YOU AGREE THAT IT IS YOUR RESPONSIBILITY TO DETERMINE IF ANY

OF THE ABOVE IS REQUIRED. YOU AGREE TO ABIDE WITH ALL APPLICABLE LAWS, STATUTES,

AND REGULATIONS AS THEY RELATE TO THIS SECTION.

SportsPal shall not be liable for any penalties, levies, fines and/or fees, which may be imposed if such

taxes and/or other contributions are not paid by you. You further agree that you shall defend, indemnify,

and hold SportsPal and its affiliates, and their respective officers, directors, shareholders, employees,

agents, successors and permitted assigns thereof harmless for any and all judgments, levies, fines, costs,

penalties, assessments or fees associated with such required payments, or with respect to any demand or

claim related in any way to any failure to declare, collect, remit, and/or pay on a timely basis all such taxes

and related amounts.

4 You have no authority to make promises, agreements, or otherwise make commitments on

SportsPal's behalf.

5 Nothing herein will preclude you from providing services to any other business, including a business

directly competing with SportsPal. You may represent, perform services for, or be employed by, any

third persons or companies as you see fit, provided that such services do not hinder the performance of the

Services under this Agreement. It is also an express violation of the terms of this Agreement to sign up for

the SportsPal Platform for the purpose of providing information about SportsPal's Platform or

its operations to any of SportsPal's competitors or for the purpose of providing SportsPal's

competitors with a competitive advantage against SportsPal in any way.

6 SportsPal does not guarantee the availability of the SportsPal Platform. You understand that

the SportsPal Platform may be unavailable at any time and for any reason. The SportsPal

Platform may be subject to delays, and SportsPal is not responsible for any delays, damages, or losses

resulting from the delays.

CONTRACTOR'S REPRESENTATIONS AND INDEMNITIES

1 You represent and warrant that:

A. You have the full power and authority to enter into this Agreement and to perform your obligations

hereunder;

B. You will comply, and will cause your Personnel to comply, with all applicable laws in your performance

of this Agreement, including without limitation all applicable anti-corruption, anti-money laundering,

33.Independent Contractor Agreement Page 8 of 13

export control, and trade sanctions laws;

C. You and your Personnel have and will maintain at all times the qualifications, licenses, registrations,

insurance, and other governmental authorizations necessary to perform the Services;

D. You and your Personnel possess the appropriate skills to perform the Services in a competent, safe, and

professional manner, in accordance with industry standards and applicable law; and

E. Neither you nor any of your Personnel are (i) identified on any of the restricted party lists maintained by

the U.S. Government, including the U.S. Department of the Treasury’s Specially Designated Nationals and

Blocked Persons List, Foreign Sanctions Evaders List, and Sectoral Sanctions Identifications List, and the

U.S. Department of Commerce’s Denied Persons List, Unverified List, and Entity List (the “Restricted Party

Lists”), or (ii) owned, controlled, or employed, directly or indirectly, by one or more parties identified on

any of the Restricted Party Lists.

2 You agree that you shall and do hereby indemnify, defend, and hold harmless SportsPal, and

SportsPal's officers, directors, shareholders, employees and agents, and its or their successors and

assigns, from and against any and all claims, demands, losses, costs, expenses, obligations, liabilities,

damages, recoveries, and deficiencies, including interest, penalties, and reasonable legal fees and costs, that

any of the foregoing persons or any other persons may incur or suffer and that result from, or are related to:

(a) the performance of the Services, including by you or your Personnel; (b) any breach or failure by you or

your Personnel to perform or abide by any of the representations, warranties, and agreements set forth in

this Agreement or incorporated by reference; (c) your or your Personnel’s violation of any law or the rights

of a third party, including a customer, retail partner, or any individual associated with a retail partner, as a

result of your own or your Personnel’s interaction with such third party; (d) any allegation that any

materials that you or your Personnel use in carrying out the Services infringe or otherwise violate the

copyright, trademark, trade secret, or other rights of any third party; (e) your or your Personnel’s

ownership, use or operation of a motor vehicle or passenger vehicle, including during your or your

Personnel’s provision of Services; and/or (f) any other activities in connection with the Services or the

actions of your Personnel. This indemnity shall be applicable without regard to the negligence of any party,

including any indemnified person. You agree that SportsPal is not responsible for any loss, damage

or depreciation that may occur to your or your Personnel’s equipment, including but not limited to your or

your Personnel’s vehicle.

3 ON A CONTINUING BASIS, YOU SHALL BE RESPONSIBLE FOR:

A. MAINTAINING A VALID DRIVER’S LICENSE AND BEING MEDICALLY FIT TO OPERATE A

MOTOR VEHICLE;

B. MAINTAINING ANY OTHER REQUIRED LICENSES, REGISTRATIONS, INSURANCE, AND

PERMITS USUAL OR NECESSARY FOR PERFORMING THE SERVICES;

C. OWNING OR HAVING THE LEGAL RIGHT TO OPERATE THE VEHICLE YOU OR YOUR

Independent Contractor Agreement Page 9 of 13

 

PERSONNEL USE WHEN PROVIDING SUCH SERVICES; and

D. DRIVING SAFELY AND NOT ENGAGING IN UNSAFE BEHAVIOR, INCLUDING BEING UNDER

THE INFLUENCE OF ALCOHOL OR DRUGS WHILE DRIVING.

You agree to provide, upon our request, proof of insurance coverage, valid licenses, valid vehicle

registration, and your criminal or driving record, provided SportsPal can request this information

under applicable law.

4 You will be solely responsible for procuring all equipment, supplies, tools, and/or instrumentalities that

are necessary to perform the Services and obligations under this Agreement. You agree that while

providing Services using the SportsPal Platform, you will maintain the latest version of the Shopper

App. You agree that by downloading and using the Shopper App, you are bound by any future amendments

and additions to information referenced in the Shopper App and the SportsPal Shopper Application

Terms and Conditions, and the ability to continue to use of the Shopper App is consideration for and

consent to such changes.

5 You agree that you will perform the Services in a competent, safe, and professional manner, in accordance

with industry standards, recognizing that the Services are personal to the customer, in order to maximize

customer satisfaction and to achieve the results represented to the customer. You understand that the

Services you provide to the customer create a direct business relationship between you and the customer.

You also agree that repeated cancellation of your commitments to provide the Services results in abuse of

the SportsPal Platform and constitutes a material breach of this Agreement that may result in

termination of the Agreement. You agree to comply with any laws and regulations applicable to the

performance of the Services. You further recognize and agree that customer satisfaction in the Services

provided to the customer are measured, and repeated customer complaints or feedback is a reason to

terminate the Agreement under Section 5, above.

6 You agree that the use of customer information (including but not limited to the identity, address, and

contact information of customers) is governed by SportsPal's Privacy Policy for customers. You agree

that you have had the opportunity to review this policy through the link provided. You agree that you will

not use customer information in any manner that is inconsistent with the Privacy Policy, and that failure to

abide by provision constitutes a material breach of this agreement. In particular, you agree that you will not

use the Shopper App to communicate with a customer except to the extent necessary to shop for and/or

deliver the customer’s order, choose customer items at a retailer site, deliver those items, and/or provide

updates on the status of a customer order. Further, while you are free to provide your Services through

other platforms, you may not solicit customers you connected with or gained information about through

the SportsPal Platform for your own delivery or grocery shopping service, or disclose customer

information to any other person or entity. Moreover, you recognize and agree that customer information is

Confidential Information governed by Section 8 of this agreement.

7 You agree to accept communications from SportsPal via, SMS, text message, email, and/or by

telephone, and you agree that such communications do not violate the Telephone Consumer Protection

Independent Contractor Agreement Page 10 of 13

MODIFICATION OF AGREEMENT

TIME OF THE ESSENCE

ASSIGNMENT

ENTIRE AGREEMENT

Act (“TCPA”), the Telemarketing Sales Rule (“TSR”), any implementing regulations of the TCPA or TSR, or

any similar state laws or regulations. You consent to have SportsPal call or text message you on any

day (inclusive of weekends and holidays) and at any time at the phone number(s) you have directly or

indirectly provided to SportsPal, and to the use of an autodialer or a prerecorded or artificial voice to

deliver a message, in connection with your use of the SportsPal Platform, or for any other purposes

including but not limited to telemarketing purposes. In addition, you consent to have SportsPal call

or text message you through the Shopper App on the wireless telephone that you have elected to use to

download and host the Shopper App, and to the use of an autodialer or a prerecorded or artificial voice to

deliver a message for any purposes, including but not limited to telemarketing purposes. This consent is

not required to be provided as a condition of purchasing any property, goods, or services. This consent is

part of the bargained for exchange in this contract and may not be revoked while this Agreement is in

effect. You agree that telephone calls between you and SportsPal or its agents or partners may be

recorded and that you hereby consent to any such recording. You agree not to use SportsPal

customer contact information for any purpose other than provision of the Services. You further agree to

comply with the TCPA, TSR, and any implementing regulations of the TCPA and TSR, as well as any

similar state laws in communicating with SportsPal customers.

8 You agree that, if you accept a Delivery Opportunity that includes an alcohol purchase, you are solely

responsible for ensuring compliance with all federal, state, and local laws and guidance, including but not

limited to ensuring that the individual accepting the order has a valid identification, is 21 years of age or

older, and is not visibly intoxicated.

9 You agree that, if you accept a Delivery Opportunity that includes an item that needs to maintain either a

hot or cold temperature, you will ensure compliance with all federal, state, and local laws and guidance and

deliver the item in a manner that ensures the health and safety of the customer. You further agree that you

will lawfully acquire any equipment, including but not limited to insulated bags, needed to perform the

Services.

 

Any amendment or modification of this Agreement or additional obligation assumed by either Party in

connection with this Agreement will only be binding if evidenced in writing signed by each Party or an

authorized representative of each Party.

34.Time is of the essence in this Agreement. No extension or variation of this Agreement will operate as a waiver of this provision.

35.The Contractor will not voluntarily, or by operation of law, assign or otherwise transfer its obligations

under this Agreement without the prior written consent of the SportsPal.

36. Independent Contractor Agreement Page 11 of 13

ENUREMENT

TITLES/HEADINGS

GENDER

GOVERNING LAW

SEVERABILITY

WAIVER

It is agreed that there is no representation, warranty, collateral agreement or condition affecting this

Agreement except as expressly provided in this Agreement.

37. This Agreement will enure to the benefit of and be binding on the Parties and their respective heirs,

executors, administrators and permitted successors and assigns.

38. Headings are inserted for the convenience of the Parties only and are not to be considered when

interpreting this Agreement.

39. Words in the singular mean and include the plural and vice versa. Words in the masculine mean and

include the feminine and vice versa.

41. This Agreement will be governed by and construed in accordance with the laws of the State of New Jersey.

In the event that any of the provisions of this Agreement are held to be invalid or unenforceable in whole

or in part, all other provisions will nevertheless continue to be valid and enforceable with the invalid or

unenforceable parts severed from the remainder of this Agreement.

42. The waiver by either Party of a breach, default, delay or omission of any of the provisions of this Agreement

by the other Party will not be construed as a waiver of any subsequent breach of the same or other

provisions.

43.Independent Contractor Agreement Page 12 of 13

 

IN WITNESS WHEREOF the Parties have duly affixed their signatures under hand and seal on this ________

day of ________________, ________.

 

SportsPal

Per: ____________________________ (Seal)

Officer's Name: __________________________

 

_______________________________

______________________ (Contractor) 

contact us

Dylan Goldstein (Co-Founder

845-893-4843

Zach Feinstein (Co-Founder)

516-998-6438

SportsPalTraining@gmail.com