This Contract for Services Agreement (“Agreement”) is entered into effective as of last date of signature below by and between Darash Ahava Foundation (the “Organization”) and ______________ (“Facilitator”). The Organization desires to retain Facilitator as an independent contractor to perform services for the Organization, and Facilitator is capable, certified by as a class facilitator by Organization, and willing to perform such services, on the terms described
below. In consideration of the mutual promises contained herein, the parties agree as follows:
1. Contact. Facilitator’s principal Organization contact: David Widerhorn
2. Services.: Facilitator brings training and experience for Darash Ahava Foundation participants and utilizing that training and experience to provide the following Services:
a. Study and review Facilitator Manual and being prepared to conduct Brushstrokes of Emotion classes;
b. Operating and facilitating Brushstrokes of Emotion classes in the manner prescribed by the Facilitator Manual.
c. Follow the schedule established for classes offered and be present and professionally facilitate the class.
d. Engaging with Darash Ahava Foundation to maximize effectiveness of classes and positive student experience.
e. Being responsive to Darash Ahava Foundation staff questions and requests by phone, text, email, or in person.
3. VolunteerServiceandClassStipend. TheFacilitatorhasagreedtoprovideservicesinleading and running a class as a volunteer. The Organization will pay Facilitator a stipend amount of $30 per class to reimburse them the cost of the space. Payment of stipend amounts will be provided on a monthly basis subject to Facilitator’s submission of monthly invoice and monthly reimbursement request with proper documentation.
4. Regular Class Offerings & Materials. The expectation is that Facilitator will host one class per week. The Organization has a minimum requirement of hosting one class per month in order to remain a volunteer facilitator. The organization provides the Facilitator with supplies when they are signed up as facilitator. In the event that a Facilitator is unable to meet the monthly hosting requirement, the Facilitator must return any supplies remaining from those
provided to them to the Organization’s office at 4727 E Bell Rd, Ste 45368, Phoenix, AZ, USA 85032. Additionally, newly signed up Facilitators shall host their first class within 30 days of signing up, if they are unable to do so, they shall return the supplies provided to the Organization’s office, unless otherwise mutually agreed upon in writing.
5. Ownership of Intellectual Property; Noncompete. Facilitator affirms and agrees that the Facilitator Manual is intellectual property of which all rights, title, and interest are owned by the Foundation. Facilitator further agrees that the manner in which the classes are organized, conducted, and carried out is intellectual property owned by the Foundation and will not be duplicated, replicated, or otherwise infringed. Facilitator also agrees that all right,
title and interest in and to all material, records, and creative works developed by participants or in by Facilitator in performing the Services under this Agreement, and any extensions, that relate in any manner to the business of the Organization and any copyrights, patents, trade secrets, mask work rights or other intellectual property rights relating to the foregoing are the sole property of the Organization. Facilitator agrees to assign (or cause to be assigned) and
hereby assigns fully to the Organization all right, title and interest in and to this property hereunder.
6. Term and Termination. The term of this Agreement will begin on the date of this Agreement and will continue until terminated. The Agreement may be renewed, including any revisions, by mutual agreement of the parties. The Agreement may be terminated upon 30 days email written notice by either party, or upon 5 days email written notice and 5 days opportunity to cure of noncompliance with this Agreement.
7. Independent Contractor; No Benefits. It is the express intention of the Organization and Facilitator that Facilitator perform the Services as an independent contractor to the Organization. Nothing in this Agreement shall in any way be construed to constitute Facilitator as an agent, employee, or representative of the Organization. Facilitator acknowledges and agrees that Facilitator is obligated to provide a Form W-9 prior to any payment under paragraph 3 and
Facilitator is required to report as income all compensation received by Facilitator pursuant to this Agreement. Facilitator acknowledges the obligation to pay all self-employment and other taxes on such income. The Organization and Facilitator agree that Facilitator will receive no Organization-sponsored benefits from the Organization.
8. Hold Harmless, Waiver, Participation, Indemnification. Some of the programs and entrance to the property provide some inherent risks of injury in participating. Upon recognition of the nature of the activities involved, their inherent risks, and for the opportunity to teach and participate in these activities, by signature below, Facilitator waives, releases, and discharges Darash Ahava Foundation, and its directors, officers, employees, volunteers,
representatives, and agents from liability. Facilitator covenants with them that Facilitator will never, institute any action at law or in equity for any personal injuries, or injuries to property, real or personal, caused by, or arising out of leading, teaching, and participation in activities at Darash Ahava Foundation. Facilitator further agrees to indemnify and hold Darash Ahava Foundation harmless against any and all costs, damages, and expenses which may be incurred by
them as a result of any lawsuit Facilitator (or Facilitator agents) or any other party might file against them or arising from participation in activities at Darash Ahava Foundation.
9. Voluntary Nature of Agreement. Facilitator acknowledges and agrees that Facilitator is executing this Agreement voluntarily and without any duress or undue influence by the Organization or anyone else. Facilitator further acknowledges and agrees that Facilitator has carefully read this Agreement and has asked any questions needed to understand the terms, consequences and binding effect of this Agreement and fully understands it.
A. Governing Law. This Agreement shall be governed by the laws of Arizona without regard to the conflicts of law rules of any jurisdiction. To the extent that any lawsuit is permitted under this Agreement, the parties hereby expressly consent to the personal and exclusive jurisdiction and venue of the state and federal courts located in Phoenix, Arizona.
B. Entire Agreement; Noncompete. This Agreement, including any schedules and exhibits, constitutes the entire agreement between the parties with respect to the subject matter of this Agreement and supersedes all prior written and oral agreements between the parties regarding the subject matter of this Agreement. Facilitator agrees not to engage in classes or other activity that competes with Organization’s classes.
C. Severability. If any provision of this Agreement is found to be illegal or unenforceable, the other provisions shall remain effective and enforceable to the greatest extent permitted by law.
D. Modification, Waiver. No modification of or amendment to this Agreement, nor any waiver of any rights under this Agreement, will be effective unless in a writing signed by all parties. Waiver by the Organization of a breach of any provision of this Agreement will not operate as a waiver of any other or subsequent breach
IN WITNESS WHEREOF, the parties hereto have executed this Facilitator Agreement as of the date first written above.
DARASH AHAVA FOUNDATION: