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CONTRACT FOR SEWING SERVICES

This Contract for Sewing Services (Contract) is made this ____ day of
___________________, 2014 (Effective Date), by and between Prince and Buckingham, LLC,
a Georgia Limited Liability Company whose address is 3904 North Druid Hills Road, No. 161,
Decatur, GA 30033(P&B), and _________________________________________, an
individual residing at
____________________________________________________________________________
(Contractor).

P&B is in the business of manufacturing, finishing, marketing, distributing, and selling


clothing and clothing accessories (Goods).

P&B has the need for individuals to perform sewing services for the finishing of the
Goods.

Contractor has the skills necessary to sew Goods contemplated and wishes to offer
his/her services to P&B.

NOW THEREFORE, for and in consideration of the mutual promises and covenants
contained herein, and other good and valuable consideration, the receipt and sufficiency of which
is acknowledged, P&B and Contractor agree as follows:

1. Shipment of materials. From time to time, P&B will send to Contractor cut fabric
and instructions for completion on one or more Goods (Shipment). P&B will work to
coordinate with Contractor on these Shipments. This Contract does not obligate P&B to make
any Shipment to Contractor, it merely controls the relationship between P&B and Contractor
should a Shipment be made.

2. Contractors Duties. Contractor agrees to follow the instructions provided and use
the materials provided by P&B to produce a first-quality product in saleable condition.

a. Time. Contractor agrees to complete all Goods from a single shipment and return the
finished products to P&B. P&B will not assign to Contractor the completion of more than five
(5) Goods in one Shipment unless agreed upon in advance by Contractor and P&B.

b. Return. Upon completion of the Goods, Contractor will return the finished product(s)
to P&B. Such return will be within ten (10) days of receipt of the Shipment. Contractor agrees
that it is his/her responsibility to return the finished product to P&B. P&B is not responsible for
lost or misdirected mail. Contractor may select any delivery service of his/her choosing.

c. Compensation. Upon receipt of Contractors finished product, P&B will pay to


Contractor at the rate specified in Exhibit A, attached to and incorporated into this Contract by
reference, that meets the quality standards in the sole discretion of P&B. P&B agrees to exercise
good faith in determining whether the Goods satisfy its quality standards. For such products that
meet P&Bs quality standards, P&B will also reimburse Contractor for mailing or delivery at the
rate set out in Exhibit A, attached to this Contract and incorporated into this Contract by
reference.

d. Rejected Products. If Goods do not meet the quality standards set by P&B, P&B may
reject the Goods and return the Goods to Contractor for correction. If such a return is made, and
Contractor delivers to P&B a finished product in saleable condition, P&B will pay Contractor at
the rate set forth in Exhibit A per piece accepted; however, P&B will not reimburse Contractor
for shipping. However, if P&B rejects Goods under this section, it is not obligated to return the
rejected Goods to Contractor.

e. Late Returns. Beginning on the twenty-first (21st) day after Contractors receipt of a
Shipment, finished product(s) that have not been received by P&B will result in a $2 per day late
charge.

f. Incomplete Returns. Upon receipt of a Shipment, Contractor is obligated to return


first-quality finished products in saleable condition to P&B within the time frame set out in this
Contract. Should Contractor decide not to complete one or more, but not all, of the products in a
Shipment, Contractor must return all cut-fabric, thread, other materials, and instructions to P&B
along with any finished products. Upon receipt, P&B will pay to Contractor, per finished
product that is in first-quality saleable condition, at the rate set in Exhibit A. However, such
return is to be at Contractors own expense, and P&B will not reimburse Contractor any amount
for shipping. Additionally, such return will disqualify Contractor from receiving further
Shipments and will be considered by P&B to be a termination of this Contract.

g. Refused, Rejected, Wholly Unfinished Returns. Should Contractor decide not to


complete any Goods in a Shipment or refuse or reject a Shipment, Contractor must return all
materials in such Shipment to P&B immediately. Such return is at Contractors own expense.
Additionally, such return, refusal, or rejection will disqualify Contractor from receiving further
Shipments and will be considered to be a termination of this Contract.

h. Materials held by Contractor. Should Contractor receive a Shipment, refuse to return


finished products to P&B, and refuse to return the contents of the Shipment to P&B, Contractor
shall be liable to P&B for damages. Damages will be calculated as $25 times the number of
Goods Contractor was to complete out of the Shipment. These damages are not meant as a
penalty to Contractor but are meant to represent estimated actual damages to P&B. Additionally,
Contractor shall be liable to P&B for all attorneys fees and costs for having to institute any legal
action to recover these damages.

3. Independent Contractor Status. Contractor agrees and understands that he/she is


being hired as an independent contractor. P&B does not control the time, method, or manner of
Contractors work. Contractor is required to return a first-quality product in saleable condition
to P&B within an agreed-upon time frame. Contractor is paid based on the number of pieces
completed and accepted by P&B. Contractor is not entitled to hourly pay or overtime pay. P&B
also does not withhold any amount for income taxes, payroll taxes, or any other tax.

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a. Taxes. Contractor understands that he/she is liable for determining his or her income
tax liability on money paid by P&B for services rendered. P&B may be required to report the
income paid to Contractor to the Federal Government through a 1099 form. Above certain
income thresholds, the Federal Government requires P&B to submit a 1099 to Contractor and
report this income to the Federal Government. Currently, the Federal Government has set this
threshold at $600; however, this threshold is subject to change. Contractor agrees to provide
P&B with a complete and properly executed W-9 upon request by P&B. Failure to provide such
a W-9 after requested by P&B will disqualify Contractor from receiving Shipments and will
effectively terminate this Contract.

4. Termination. If Contractor decides to discontinue receiving Shipments, Contractor


must notify P&B in writing of such decision at least five (5) days before the desired effective
date on which P&B should discontinue sending Shipments. P&B may terminate this Contract at
any time by providing written notice to Contractor. Termination of this Contract shall not relieve
Contractor of returning Shipments or finished products to P&B or relieve P&B for paying for
first-quality finished products received in saleable condition.

5. Intellectual Property. P&B is the owner of certain intellectual property,


including but not limited to logos and brand names. Contractor understands that he/she has no
rights in P&Bs intellectual property and Contractor is prohibited from duplicating any logo,
trademark, or trade dress of P&B.

6. Confidentiality. Additionally, P&B is the owner of trade secrets and confidential


information such as instructions, fabric patters, overall garment or accessory design, appearance,
or color, suppliers, lists of Contractors, lists of buyers, etc. This information is not available to
the general public. Contractor may have knowledge of P&Bs trade secrets or confidential
information. Contractor agrees to keep such information confidential and not to disclose such
information to any third-party.

7. Non-Compete. P&B has retained Contractor based on his/her skill and


experience. P&B agrees not to limit Contractor from pursuing any other opportunities in which
Contractor uses that skill and experience. However, this is subject to Contractors agreement to
keep confidential all of P&Bs trade secrets and confidential information. Additionally
Contractor agrees that, for P&B items that it has produced, it will not replicate those items to sell
them to the general public or attempt to pass off replicated items as those of P&Bs

a. Notices. If this Contract requires a party to send a written notice, then it must be sent
via trackable means (such as FedEx, USPS Priority Mail, Certified Mail, UPS, etc.) addressed as
follows
To P&B: Prince & Buckingham, LLC
Mr. Nicholas Smith
3904 North Druid Hills Road, No. 161
Decatur, GA 30033

To Contractor:

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A party may provide a different address if it is done in writing and delivered in accordance with
this section.

b. Applicable Law. This parties select that the laws of the State of Georgia shall apply to
this Contract, regardless of where the Contract is to be performed or applicable choice of law
provisions.

c. Jurisdiction and Venue. P&B and Contractor agree to bring any dispute arising from
or related to this Contract in a court of competent jurisdiction in the State of Georgia, DeKalb
County. Contractor explicitly agrees to subject himself/herself to the personal jurisdiction of a
court located in the State of Georgia, DeKalb County for this purpose.

d. No Waiver. All of the conditions and provisions in this Contract are meaningful to the
parties. A partys failure to notify the other party of a breach of this Contract or some failure to
comply with any portion of this Contract, does not mean that the party waives any requirement,
condition, or provision in this Contract.

e. Severability. The parties want all of the terms, provisions, covenants, and remedies in
this Contract to be enforceable to the fullest extent of the law. If any portion of this Contract is
determined to be unenforceable, the remaining provisions will not be affected and shall be given
their full force and effect.

f. Multiple Copies. There may be multiple copies of this Contract signed by the parties.
Any of the signed copies, including electronic versions such as a .pdf or fax, will be considered
an original.

g. Assignment. This Contract may be assigned by P&B in the event of the merger or
consolidation of P&B or the sale of all or substantially all of P&Bs business or assets. Contractor
shall have no right to assign his rights under this Contract.

h. Entire Agreement. This Contract contains the entire agreement between the parties. It
may be amended if the amendment is in writing and signed by both parties.

IN WITNESS WHEREOF the parties have executed this Contract this ____ day of
________________, 2014.

Prince and Buckingham, LLC. _________________________________


Signature
By:_____________________________
Nicholas P. Smith __________________________________
Printed Name
Its: Member

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Exhibit A

Item Pay Per Piece Shipping Reimbursement


Per Piece

Pocket square with rolled $15.00 $1.00
edge hand sewn

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