In consideration of the mutual promises herein contained, the parties agree as follows:
1) Independent Contractor. Subject to the terms and conditions of this Agreement, the Company hereby engages the Contractor as an independent contractor to perform the services set forth herein, and the Contractor hereby accepts such engagement. Contractor agrees to provide the professional services described herein as an independent contractor and shall not combine their business operations in any manner with those of the Company. It is mutually understood and agreed that the Contractor is at all times acting and performing these duties and functions in the capacity of an independent contractor: that the Company shall neither have nor exercise any control or direction over the methods by which Contractor performs Contractors’ services, nor shall Company and Contractor be deemed as partners. Company shall have the right to determine what services shall be provided and a completion schedule, but not the manner in which services shall be provided nor the time of performance. Contractor shall be responsible for the payment of all federal, state and local income taxes incurred as a result of this Agreement.
All services shall be performed only by Contractor and Contractor’s employees or agents. Under no circumstances shall Contractor, or any of Contractor’s employees, look to Company as their employer, or as a partner, agent or principal. Neither Contractor, nor any of Contractors employees, shall be entitled to any benefits accorded to Company’s employees, including without limitation worker’s compensation, unemployment compensation coverage, disability insurance, vacation, sick pay, or tools to complete the work except that materials and equipment may be supplied.
5) Works of Authorship and Ownership. The services have been specially ordered and commissioned by Company. Company and Contractor agree that all work product, information, or other materials created and developed by Contractor in connection with this Agreement and any resulting intellectual property rights (collectively, the “Work Product”) are the sole and exclusive property of Company. To the extent the Work Product includes materials subject to copyright, Contractor agrees that the services are done as “work made for hire” as that term is defined under U.S. copyright law, and that as a result, Company will own all copyrights and other rights in the Work Product. To the extent that any such Work Product created for the Company by the Contractor is not a work made for hire belonging to the Company, Contractor hereby assigns and transfers to the Company all rights, title and interest Contractor has or may acquire in and to all such Work Product. Contractor agrees to sign and deliver to the Company, either during or subsequent to the term of this Agreement, such other documents the Company considers desirable to evidence the assignment of such rights. The provisions of this paragraph shall survive the termination or expiration of this Agreement.
6) Warranties. Contractor represents and warrants it will perform the services in a diligent and workmanlike manner. The content, style, form and format of any work product of the services shall be completely satisfactory to Company and shall be consistent with Company’s standards. Contractor hereby warrants that it, its agents or representatives are the sole authors of work to be produced, developed, and/or published under this Agreement, that such work is original work of the Contractor. The Contractor further warrants that the work to be produced or performed under this Agreement does not infringe upon any copyright, violate any rights of privacy, or contain libelous material and that the Contractor possesses full power to enter into this Agreement. Contractor represents and warrants that he or she has complied with all federal, state, and local laws regarding business permits, certificates and licenses that may be required to carry out the work performed under this Agreement. The Contractor agrees that their warranties will survive the termination of this Agreement.
7) Non-Exclusivity. The Contractor is not required to provide services exclusively to Company.
8) Insurance. While the Company does provide a basic level of insurance for the Contractor, the Contractor shall be responsible for providing, at Contractor’s expense, and in Contractor’s name, unemployment, disability, worker’s compensation and other insurance, as well as licenses and permits usual or necessary for conducting the services. It is suggested that the Contractor shall procure and maintain at its own cost and expense, a professional liability policy or a general liability policy providing coverage for liability resulting from the performance of services rendered by Contractor as respects this Agreement with limits of not less than $1,000,000 per occurrence. It is suggested that the Contractor shall also carry Workers’ Compensation, with statutory limits, Employer’s Liability, with minimum limits of $500,000 and, Commercial Automobile Liability, with limits of not less than $1,000,000. Certificates of Insurance demonstrating these coverage’s shall be delivered to Company upon request.
9) Indemnification. The Contractor agrees to indemnify and hold harmless the Company against all claims, demands, suits, losses, damages, costs and expenses that the Company may incur by reason of breach of the warranties made part of this Agreement. The Contractor shall save, indemnify, defend and hold the Company harmless from any liability, loss, cost or reasonable expense arising from bodily injury, death or property damage incurred as a result of any negligent act, error or omission by the Contractor arising from or relating to the Contractor’s performance under this contract.
10) Confidential and Proprietary Information.
a) Confidential Information. The term “Confidential Information” as used in this Agreement shall mean any confidential or proprietary exchanged material and information (in written, taped or computerized form or format) that is clearly and prominently marked “Proprietary or “Confidential” or that is not so marked but, by its nature, is such that it reasonably should be held in confidence, including, but not limited to information concerning the Company and its affiliates, event concepts, research, technical information, products, drawings, designs, development materials or plans, marketing materials or plans, editorial, processes, sales information, performance data, costs, know-how, computer programming techniques, customer or donor lists, trade secrets or other proprietary information, volunteer lists, and any new or planned programs and services.
b) Covenant not to Disclose. Contractor agrees to hold the Company’s Confidential Information in confidence and to use it solely for the purposes contemplated herein and agrees further that the Confidential Information shall not be used for any other purpose nor disclosed to any third party without the prior written consent of the Company. Contractor agrees it shall apply the same level of confidential treatment to the Company’s Confidential Information as it does to its own Confidential Information. In the event of disclosure or use of Confidential Information not permitted by this Agreement, Contractor shall notify Company immediately, in writing, and shall provide reasonable efforts to assist in minimizing the damage, harm, and other adverse effects of such disclosure. Such remedy shall be in addition to, and not in lieu of, any other rights and remedies Company may have at law or in equity against the Contractor.
c) Exclusions. The obligations under this Section 10 shall not apply to information that is at any time: (a) already known to the Contractor at the time it is disclosed to the Contractor; (b) publicly known through no wrongful act of the Contractor; (c) rightfully received from a third party without restriction on disclosure and without breach of this Agreement; (d) independently developed by the Contractor; (e) approved for release by written authorization of the Company; (f) furnished by the Company to a third party without written restriction on disclosure; or (g) disclosed pursuant to a requirement of a governmental agency or of law, provided, however, that, to the extent viable under the circumstances, the Contractor has notified the Company in advance of such disclosure and the Company has had an opportunity to seek a protective order or other appropriate remedy and the Contractor has reasonably cooperated with such efforts; and provided further, however, that the Contractor furnish only that portion of the Confidential Information that is legally required to be so disclosed.
d) Return of Information. If Company provides the Contractor with written notification of its request for return of its Confidential Information, then the Contractor shall promptly return to the Company all materials and information comprising the Company’s Confidential Information, including any and all copies, facsimiles and reproductions thereof, and any other material containing or reflecting any materials or information in the Confidential Information. All other documents, memoranda, notes and other writings whatsoever prepared by the Contractor or the Contractor’s representatives based on the materials or information in the Confidential Information shall be destroyed and such destruction shall be confirmed in writing to the Company. Notwithstanding the delivery or destruction of Confidential Information, Contractor shall remain bound by the obligations, including the confidentiality obligations set forth in this Agreement.
e) Ownership. All right, title and interest in and to the Confidential Information and intellectual property produced based on the Confidential Information is and shall remain the sole property of the Company. Subject only to the Contractor’s limited use of the Confidential Information for the purpose set forth above in this Agreement, the Contractor acknowledges and agrees that nothing in this Agreement shall be construed as granting any rights, license or otherwise, to any Confidential Information disclosed pursuant to this Agreement, and the Contractor shall not violate any of the Company’s intellectual property or other rights in or to the Confidential Information.
f) Remedies. The Contractor hereby acknowledges that disclosure of any Confidential Information in violation of the terms hereof would cause irreparable harm to Company. Without prejudice to the rights and remedies otherwise available, Company is entitled to equitable relief through injunction if the Contractor or any of its employees, agents or representatives breaches any provision of this Agreement. Company shall be entitled to pursue all legally permissible remedies available as a result of such breach, including, but not limited to, damages, both direct and consequential. In any action brought by Company under this Section, Company shall be entitled to recover its attorneys’ fees and costs from Contractor. This provision shall survive the termination of this Agreement.
11) Conduct. Company is committed to providing its athletes, staff, community partners, and audiences with a safe environment, free of harassment and discrimination based on sex, sexual orientation, gender identity, gender performance, race, ethnicity, nationality, religion, class, age, or ability. Company does not tolerate inappropriate interactions with youth, harassment, threatening behavior, bullying, denigrating language, or violence of any kind. You acknowledge that any such conduct by you or your collaborators or subcontractors may result in immediate termination of this Agreement.
12) Company Technology Use Policy. Contractor acknowledges that the Company may provide Contractor with access to the Company’s technology resources, including Google Workspace, email, and related technology services, for the purpose of conducting official Company business.
Contractor acknowledges that all Company technology resources, including accounts, email addresses, files, documents, communications, and other organizational data maintained within such resources, are Company records and, except as otherwise provided in this Agreement or by applicable law, are and shall remain the property of the Company. Contractor agrees to use such resources solely for official Company business and shall not use them for any unlawful purpose, personal commercial activity, or any activity that may damage the reputation or interests of the Company.
Contractor agrees to safeguard account credentials, comply with Company security requirements, including multi-factor authentication when required, and promptly report any suspected unauthorized access or security incident. Contractor further agrees to communicate in a professional, respectful, and lawful manner when using Company technology resources.
Contractor acknowledges that Company technology resources are organizational assets and that Contractor has no expectation of privacy with respect to information stored or transmitted through such resources. The Company reserves the right, in its sole discretion, to access, review, retain, suspend, restrict, or terminate access to any account or its contents as necessary to protect the Company, ensure business continuity, comply with legal obligations, or investigate suspected violations of this Agreement or Company policy.
Contractor agrees to store Company documents and records within Company-designated shared storage locations or other Company-approved systems unless otherwise authorized by the Company. Upon termination of Contractor’s relationship with the Company, or upon the Company’s request, Contractor shall immediately cease use of all Company technology resources. The Company may retain all organizational records maintained within its technology systems.
Contractor agrees to comply with all applicable federal, state, and local laws, Company policies, and the then-current terms of service and acceptable use policies applicable to the Company’s technology resources. Contractors under the age of eighteen (18) are subject to the provisions of this Section in the same manner as adult Contractors. The Company may require parental or guardian consent and/or implement additional administrative controls for Contractors who are minors, as required by applicable law or Company policy.
Contractor acknowledges that any violation of this Section may constitute a material breach of this Agreement and may result in suspension or termination of Contractor’s access to Company technology resources and/or termination of this Agreement.
13) Awareness and Assumption of Risk. I acknowledge that working as an independent contractor for the ASCL has risks, including, but not limited to, tripping, collisions with others, falling, and disease transmission. These risks may arise in a variety of ways, including from my:
- lifting heavy objects or other physical exertion
- climbing
- working with glass and other materials or tools
- interacting with or being in the presence of volunteers, visitors, or others
- exposure to COVID-19 or other infectious diseases
I assume and accept any and all risks of injury, illness, death, and property damage or loss that may arise from my presence at ASCL’s facilities or participation as an ASCL independent contractor.
14) Waiver and Release of Claims. I waive and release ASCL and its directors, officers, administrators, representatives and executors, past and present employees, volunteers, agents, supervisors, participants, all state and local governments, assigns, sponsors, their representatives and successors and other persons (collectively, the “Releasees”) from any and all claims and liabilities arising from my participation as an ASCL independent contractor, including, without limitation, claims in respect of death, illness, or injury to my person or property. I will not sue the Releasees on the basis of these waived and released claims.
15) Disclosure of Medical Conditions. I understand that I am solely responsible for knowing my own physical condition and making my own decision about working as an independent contractor. I understand that certain medication side effects or medical conditions could affect my safety or that of others at ASCL and agree to disclose to the ASCL any such medication side effects or medical conditions which may result in limitations on my capacity with the ASCL. I consent to ASCL sharing information with health professionals or first responders should I become ill or injured while at ASCL’s facilities or events.
16) Medical Care Consent. I authorize ASCL to provide me first aid, emergency medical assistance, and transportation. I understand that ASCL is not obligated to provide this care. I also understand that I am solely responsible for any costs related to my medical treatment and transport, and that ASCL does not provide health, medical, disability, or other insurance coverage for me.
17) Use by ASCL of My Name and Image. I consent to use by ASCL of my image, voice, name, and story, and of images of any works I may create as an independent contractor, in ASCL’s digital and print promotional, fundraising, educational, and other communications. ASCL may use them without obtaining my approval or paying me for such use. I waive any legal claims related to such use, including claims relating to copyright or rights of publicity or privacy.
18) Termination. Either party may terminate this Agreement for cause, effective immediately upon written notice of termination for cause. Cause shall include a material violation of this Agreement and/or any act exposing the other party to liability to others for personal injury or property damage.
19) Non-Waiver. The failure of either party to exercise any of its rights under this Agreement for a breach thereof shall not be deemed to be a waiver of such rights or a waiver of any subsequent breach.
20) Non-Binding Authority. The Contractor has no authority to enter into contracts or agreements on behalf of the Company. The Contractor is not an agent of Company.
21) Assignment. Neither the Company nor the Contractor may assign this Agreement without the express written consent of the other party.
22) Final Agreement. It is agreed between the parties that there are no other agreements or understandings between them relating to the subject matter of this Agreement. This Agreement supersedes all prior agreements, oral or written, between the parties and is intended as a complete and exclusive statement of the agreement between the parties. No change or modification of this Agreement shall be valid unless the same be in writing and signed by the parties.
23) Governing Law. This Agreement shall be construed in accordance with and governed by the laws under the State of Colorado.
[ Last Edited: July 17, 2026 ]
