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Independent Contractor Agreement

South Africa has a large number of excellent Chief Financial Officers (CFOs) and Financial Directors available to assist companies on a part time basis. Many of these experienced professionals can demonstrate a strong track record of success and commercial acumen in their previous positions.

At the forefront of today’s new world of work, Acctus allows companies to tap into this abundant pool of financial, strategic and commercial acumen by providing them with part time CFOs and other qualified accountants who are available to work as independent contractors (“the Independent Contractor”) on cost effective and flexible hourly rates. When appropriate, the Independent Contractor may use technology to work remotely from home.

Herewith are the terms and conditions on which the Company and the Independent Contractor agree to work together at any time after the Effective Date.

  1. COMPANY UNDERTAKINGS
    1. The Company will seek to introduce the services of the Independent Contractor to the Company’s Clients.
    2. The Company will pay the Independent Contractor for work undertaken for the Client as outlined in Section 3 below called Weekly Billing and Contractor Payment Cycle.
    3. When appropriate, and with the agreement of the Client, the Independent Contractor may work remotely, often from home. 
    4. The Company will seek to ensure that, in the main, the Independent Contractor’s hours of work will not be set rigidly by the Client. 
    5. The Company agrees that the Independent Contractor will be free to work for other Clients and / or Companies.
    6. The Company may request a copy of the Independent Contractor’s qualification/s and conduct reference checks with previous employers, the results of which may be made available to the Client.
    7. In the interests of transparency the Company will disclose the hourly rate paid to the Independent Contractor to the Client as well as the hourly rate agreed with the Client to the Independent Contractor.
    8. While the Company will outline the broad requirements of a specific Client assignment prior to the Independent Contractor’s acceptance of the assignment, the Company will require the Client to be fully responsible for explaining the detailed requirements and achievables of the assignment to the Independent Contractor and for monitoring the quality of the work done by the Independent Contractor, and to terminate the assignment if they are not satisfied with the same. 
    9. The Company may use technology such as WhatsApp, shared Google documents and Zoom to communicate regularly with the Client and the Independent Contractor for the duration of an assignment. On many occasions the contact will be brief, but when required more extensive contact may be appropriate to ensure the optimal outcome of an assignment.
  1. INDEPENDENT CONTRACTOR UNDERTAKINGS
    1. Unless otherwise disclosed by the Independent Contractor to the Company, the Independent Contractor will have an accounting qualification and will provide certified copies of the same to the Company if requested to do so.
    2. Unless otherwise disclosed by the Independent Contractor to the Company, the Independent Contractor will have in excess of 10 years of accounting or financial experience.
    3. On request by the Company, the Independent Contractor will provide the Company with the name and contact details of at least 2 people for reference checks. 
    4. Unless otherwise disclosed by the Independent Contractor to the Company, the Independent Contractor states that they do not have a criminal record, that they have never been declared bankrupt and / or that they have never been barred from holding a company directorship.
    5. The Independent Contractor agrees to the Weekly Billings and Payment Cycle as outlined in Section 3 below.
    6. The Independent Contractor will not hold the Company responsible for any false information provided by the Client to the Company and / or the Independent Contractor.
    7. The Independent Contractor will under no circumstances claim damages from the Company which may result from the actions of the Client or from any other cause whatsoever.
    8. The Independent Contractor agrees to and accepts both the Client hourly rate and the Independent Contractor hourly rate as fair.
    9. The Independent Contractor agrees that they will not under any circumstances contact, or attempt to contact, the Client directly after the Company has introduced the Independent Contractor to the Client or told the Independent Contractor about the Client with a view to bypassing the services of the Company. Any such attempt to contact the Client directly after having been introduced to the Client by the Company with a view to bypass the services of the Company will be considered a serious breach of this agreement and if such contact leads to any work done whatsoever directly by the Independent Contractor for the Client, a penalty calculated according to 2.11.2 below will immediately become effective and payable, with the same payment terms outlined in clause 2.11.3.
    10. Furthermore the Independent Contractor agrees that they will not under any circumstances respond to contact, or to an attempt at direct contact, by the Client after the Company has introduced the Independent Contractor to the Client or told the Client about the Independent Contractor, with a view to bypassing the services of the Company. Any such engagement with, or response to, the Client after having been introduced to the Client by the Company with a view to bypassing the services of the Client will be considered a serious breach of this agreement and if such contact leads to any work done whatsoever directly by the Independent Contractor for the Client, a penalty calculated according to 2.11.2 below will immediately become payable, with the same payment terms outlined in clause 2.11.3.
    11. The Independent Contractor agrees that they will under no circumstances or at any time whatsoever agree to circumvent this agreement by doing work for the Client directly, regardless of whether the Client instigated such circumvention or not. 
      1. The Independent Contractor accepts that any such circumvention of the Company by agreeing to bill the Client directly for any number of hours worked, either during the course of an assignment or for a period of 12 months thereafter, will constitute a serious breach of the Agreement. 
      2. In the event of allowing or agreeing to such a direct engagement of the Independent  Contractor by the Client, the Independent Contractor agrees to pay the Company a penalty calculated as follows: “10% x R1,000 per hour x 20 hours per week x 26 weeks”. This is equivalent to a penalty of R52,000.
      3. The Independent Contractor agrees to make payment for the penalty as outlined above within 7 days of receipt of the invoice for the penalty.
  1. WEEKLY BILLING AND CONTRACTOR PAYMENT CYCLE
    1. The Service provider operates a weekly billing cycle running from Saturday to Friday of every week.
    2. The Independent Contractor agrees to communicate on every day worked, using a shared Google spreadsheet (this document being shared by the Independent Contractor, the Client and the Company) the hours worked that day for the duration of an assignment. This shared Google spreadsheet, a ‘live’ document that will at all times be available to all three parties, will be referred to as the weekly Timesheet. This shared weekly Timesheet will give the Client and the Company access to the number of hours worked to date by the Independent Contractor at any time and whenever the Client wishes to access this information.
    3. The Independent Contractor will complete and sign the weekly Timesheet by electronic signature by 17h00 of every Friday during the course of an assignment, indicating the total number of hours worked in that week.
    4. The Client will be requested to sign the weekly Timesheet by electronic signature as soon as possible and no later than 17h00 of the following Monday, irrespective of whether the Monday falls on a public holiday or not. This Monday is referred to as Day 1 of the Billing cycle.
    5. If the Client disagrees with the weekly total provided as per 3.3 above, they will be requested to alert the Independent Contractor and the Company as soon as possible, by no later than 17h00 of the following Monday, i.e. Day 1. 
    6. In the unlikely event of such disagreement between the Independent Contractor and the Client regarding the hours on the Timesheet for the previous week, bearing in mind that the weekly Timesheet is a ‘live’ shared document that is completed daily by the Independent Contractor, the Company will work with both parties to resolve the disagreement before 17h00 on Tuesday. This Tuesday is referred to as Day 2.
    7. The Company will provide the Client with a weekly invoice by 17h00 on each Wednesday for the hours of work completed in the previous week. This Wednesday is referred to as Day 3.
    8. The Company will required the Client to pay each invoice in full by 17h00 on the following Wednesday, i.e. Day 10 (7 days after the invoice date).
    9. The Company undertakes to pay the Independent Contractor by 17h00 on the Wednesday after this, i.e. Day 17 (14 days after the invoice date).
    10. Unless otherwise agreed to in writing by the Client, the Independent Contractor agrees that the agreed upon rate will apply to all work undertaken by the Independent Contractor, including work that may be done outside of normal work hours, weekends or public holidays.
  1. TERMINATION OF AN ASSIGNMENT
    1. The Company will request the Client to give at least 7 days notice of their intention to terminate an assignment but cannot guarantee the same to the Independent Contractor.
    2. The Independent Contractor thus agrees that the Client will have the right to terminate the services of the Independent Contractor at any time and without giving notice.
    3. The Independent Contractor will give at least 7 days notice of their intention to terminate an assignment.
    4. The Independent Contractor agrees that the Company has the right to terminate or pause an assignment at any time due to non payment by the Client according to the terms of payment agreed by the Company and the Client, or for any other reason whatsoever. The Independent Contractor agrees to stop working or to pause work on an assignment immediately on being requested to do so by the Company. 
      1. The Independent Contractor agrees not to bill for any hours of work undertaken after being requested by the Company to either terminate or pause an assignment.
      2. In the event of an assignment being paused and then reinstated, the Independent Contractor agrees to bill only for hours prior to the assignment being paused and for hours after the assignment was reinstated by the Company.
      3. The Independent Contractor agrees that the Client does not have the right to reinstate an assignment after the Company has requested a termination or a pause to an assignment and agrees that it is only the right of the Company to reinstate an assignment. Under  no circumstances will the Client have the right to reinstate an assignment after a termination or pause requested by the Company.
  1. PERMANENT EMPLOYMENT OF THE INDEPENDENT CONTRACTOR
    1. In the event of the Client making an offer of a Permanent Position to the Independent Contractor, the Independent Contractor agrees to inform the Company of the same immediately, i.e. within 2 hours after receiving such offer. 
    2. Furthermore, the Independent Contractor agrees to inform the Company immediately after accepting or rejecting such an offer and no later than 2 hours after such acceptance or rejection.
    3. In the event of the acceptance of a Permanent Position, the Independent Contractor agrees to provide the Company with a copy of the letter of offer for the permanent position showing the cash portion of the remuneration agreed. For the sake of clarity, the “cash portion of the annual remuneration package” is defined simply as the gross monthly salary amount x 12. 
    4. In the event of the acceptance of a Permanent Position, the Independent Contractor agrees to carry on billing the Company for hours worked for the Client until they have the express and written agreement from the Company to terminate the assignment and stop billing for hours worked.
  1. GENERAL
    1. This Agreement sets forth the entire understanding of the Parties with regard to the subject matter hereof and supersedes any prior discussions of representations between them with respect hereto. All amendments to this Agreement shall be in writing and signed by both Parties.
    2. The relevant rights and obligations of the Parties shall survive the termination of this Agreement.
    3. All notices, requests, demands or communication required hereunder shall be in writing by email in the first instance. Should email not be acknowledged by the receiving Party within 3 working days of being sent, then the same notice, request, demand or communication shall be in writing, delivered personally or by mail, either certified, registered or express mail, at the respective addresses set forth herein (or at such other addresses as shall be given in writing by one Party to the other).
  1. GOVERNING LAW AND ATTORNEY FEE PROVISION
    1. This Agreement and any disputes arising from the relationship of the Parties to this Agreement, shall be governed by the laws of South Africa.
    2. In any litigation, arbitration, or other proceeding by which one Party either seeks to enforce its rights under this Agreement (whether in contract, tort or both) or seeks a declaration of any rights or obligations under this Agreement, the prevailing Party shall be awarded its reasonable Attorney fees, and costs and expenses incurred.