Independent contractor clause sample Independent Contractor Status The Sub-Adviser shall for all purposes hereof be deemed to be an independent contractor and shall, unless otherwise provided or authorized, have no authority to act for or represent the Trust or the Advisers in any way or otherwise be deemed an agent of the Fund or the Advisers. Learn how to define the relationship, responsibilities, and benefits of an independent contractor in a legal agreement. 6 CONTRACTOR’S OBLIGATIONS 6. TNC and the CCO shall perform the services hereunder as independent contractors and not as employees of the Trust. As overlooked as Aug 30, 2021 · Independent Contractor/Consultant Agreement (Pro-Client) by Practical Law Labor & Employment and Practical Law Commercial Status: Maintained for example, Keller, 781 F. 1 The Contractor, as and when required, shall provide to the Principal his/her/its Services Independent Contractor; Workers’ Compensation Insurance. Neither Party has any authority to make any statement, representation, or commitment of any Oct 3, 2023 · Client and Independent Contractor may each be referred to in this Agreement as a “Party” and collectively as the “Parties. Save. For example, on January25, 2019, a purported class action was filed in the Superior Court of the State of California for the County of San Bernardino by Hany Sample 1. Independent Contractor shall be required to furnish all of the equipment, tools, machinery, parts, supplies and other items that may be required from time to time to perform the Work. Neither party will assume liability for any injury (including death) to any persons, or damage to any property, Aug 26, 2024 · The Federal Trade Commission (FTC) has proposed a new rule to ban employers from imposing noncompete clauses on their workers. Reference: Independent Contractors; No Partnership. Scope of services. The Contractor is performing as an independent entity under this Contract. 1 It is understood and agreed by the parties that this Agreement does not create a fiduciary relationship between them, that Franchisee shall be an independent contractor, and that nothing in this Agreement is intended to make either party an agent, legal representative, subsidiary, joint venturer, partner, employee, Contractor’s Insurance. Yilaime is an independent contractor, and for the consideration agreed upon herein, agrees to provide the services identified in Section 3, above, on an exclusive basis to ATI Modular. -- Independent Contractor Equipment. In addition, Independent Contractor shall perform such other duties and tasks, or changes to the Disclaimer of Agency; Independent Contractor. 1 Contractors to the City, at their sole expense, shall for the term of the Contract obtain and maintain insurance in the amounts for the coverage specified below, or as modified by the Special Provisions (if applicable), afforded by companies with AM Best’s Key Rating of A-:VII, or higher, licensed or authorized to transact insurance business in the State of Independent Contractor Status: Clearly state that the contractor is independent, not an employee. During the Term and for one (1) year thereafter, Contractor shall not encourage or solicit any employee, independent contractor, vendor, or client of ViSalus to leave or terminate its relationship with ViSalus for any reason. Unlike employees, independent contractors operate under their own business structure, manage False certification or violation by failing to carry out requirements of O. Independent Contractors. INDEPENDENT CONTRACTOR AGREEMENT THIS CONTRACT is entered into this day of 1998, by and between the COUNTY OF SANTA XXXX, hereinafter called COUNTY, and’ XXXXXX SERVICES CORPORATION called CONTRACTOR. This obligation shall apply to the A-E; the A-E’s employees, agents, and relatives; sub-tier Independent contractors clause samples by tax and other regulators and numerous class action lawsuits filed against transportation companies that engage independent contractors. Nothing in this Agreement shall in any way be construed to constitute Consultant as an employee or entitling Consultant to any of benefits otherwise provided to Related to INDEPENDENT CONTRACTOR/CONFLICT OF INTEREST. Independent Contractor agrees that in the event he/she voluntarily terminates his/her appointment at any time, or in the event ITH shall terminate his/her services by default of Independent Contractor during the term of this Agreement: A. Coverage shall be endorsed to include the following, copies of which shall be provided to BART: i. No part of this Contract shall be construed to represent the creation of an employment, agency, partnership or joint venture agreement between the parties. 1 In the performance of work or services hereunder, Consultant shall be deemed an independent contractor, and any of its agents, employees, officers, or volunteers performing work required hereunder shall be deemed solely as employees of contractor or, where permitted, of its subcontractors. For example, on January25, 2019, a purported class action was filed in the Superior Court of the State of California for the County of San Bernardino by Hany INDEPENDENT CONTRACTORS; LIABILITY PROVISIONS. 12]. 3d 799, 806-07; Gayle v. Independent Contractor shall receive a referral fee in the amount of 10% of the contract fee for any field placements which A sample non-compete clause for independent contractors might state: “The contractor agrees not to engage in a similar business or provide similar services within [specific geographic area] for [duration] after contract termination, protecting the company’s business interests and Sep 25, 2020 · Independent contractor agreements are useful legal tools to help protect every disparate party working on a unified project. 2 Consultant and its agents, employees, officers, or SAMPLE CLAUSE: The Contract [The parties will have to decide whether the Agreement will reflect an employment relationship, or an independent contractor relationship. This minimizes misunderstandings and sets clear expectations. ) CONTRACTOR IS INDEPENDENT CONTRACTOR Contractor certifies he/she meets the following standards: I am registered under ORS chapter 701 to provide labor or services for which such registration is Related to Bonuses to Employees and Independent Contractors. Nothing herein shall be construed to create a partnership, or any relationship of employer and employee, agent and principal, or joint venture between the Discover the essentials of an independent contractor clause, ensuring clear terms, fair treatment, and legal compliance in business agreements. , Jan 4, 2025 · Contractor Status – The contract should provide a statement confirming that the contractor (and any of their employees) are deemed independent contractors in the eyes of the IRS. 5. Related to Independent Contractors; Expenses. Credco and its employees, representatives, agents, and subcontractors shall serve as an independent contractor in the performance of the Contract. The management, policies and operations of the Parties (including the ultimate approval of the Related to Independent Contractor: Limitation of Liability. SKYW shall act as an independent contractor. ” 1. For example, “The Contractor agrees to protect and defend the Company against An independent contractor agreement is a legal document outlining the terms of the working relationship between a business and a freelancer (contractor). Notwithstanding the foregoing, the Parties Independent contractors clause samples by tax and other regulators and numerous class action lawsuits filed against transportation companies that engage independent contractors. Intellectual property (transfer to the client) Control; Supplies and equipment used by the contractor; Training Related to Independent Contractor and not Employee. Find examples of independent contractor clauses in contracts from various sources and industries. 13. In the performance of its duties hereunder, the Adviser is and shall be an independent contractor and, unless otherwise expressly provided herein or otherwise INDEPENDENT CONTRACTOR CLAUSE. Independent Contractors The relationship of the parties is that of independent contractors, and neither party will incur any debts or make any commitments for the other party except to the extent expressly provided in this Agreement. INDEPENDENT CONTRACTOR LIABILITY b. A. G. General Independent Contractor Clause This agreement does not create an employee/employer relationship between the parties. Contractor declares that it is engaged as an independent business and has complied with all applicable federal, state, and local laws Related to INDEPENDENT CONTRACTOR/CONFLICT OF INTEREST. Notwithstanding any title you may have, you expressly understand and agree that, for the duration of the Consultancy, (i) you are an independent contractor, (ii) you are not an officer, director, agent for, or an employee of, the company, and (iii) you have no authority to bind the Company. (All contracts in excess of $10,000) Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS INDEPENDENT CONTRACTOR AND INDEMNIFICATION. Employees and Independent Contractors Party agrees that it shall comply with the laws of the State of Vermont with respect to the appropriate classification of its workers and service providers as “employees” and “independent contractors” for all purposes, to include for purposes related to unemployment Related to Independent Contractor Schedule. Independent Contractor Status The Sub-Adviser shall for all purposes hereof be deemed to be an independent contractor and shall, unless otherwise provided or authorized, have no authority to act for or represent the Trust or the Adviser in any way or otherwise be deemed an agent of the Fund or the Adviser. 11. (A) Both Company and the Consultant agree that the Consultant, Martens and Siffert will act as an independent contractors in the performance of their respective duties under this Agreement. For instance, if there’s a disagreement Independent Contractors. Services. Independent Contractor CERTIFICATION STATEMENT FOR INDEPENDENT CONTRACTOR. (B) All of the designs conceived by Consultant in connection with the Consulting Services shall be the sole and exclusive property of the Company. After all, hiring independent contractors enables you to save on costs typically allocated to employee benefits while still maximising output. The Non Solicitation Clause Samples Sample 1 – Independent Contractor Agreement: Non-Solicitation. The Company shall not control the manner or means by which the Consultant shall perform the Services, including but not limited to the time and place the Consultant performs the Services. Neither Trulieve nor the Advisory Board Member Independent Contractor Relationship. § 50-24-3 may cause suspension, termination of contract, or debarment of such bidder Please Note: If any employee or agent of the Contractor or Sub-contractor is found to have brought a firearm on District property, the Contractor or Sub-contractor shall prohibit Oct 12, 2024 · Learn how to draft effective independent contractor agreements with key provisions, tips, and examples to avoid misclassification issues. Inclusion of BART, and any other entity as required by Agreement, and their directors, officers, representatives, agents and employees as additional insureds as respects ongoing and completed services and operations in connection Independent Contractor; Taxes; Indemnification. The Participant hereby agrees to indemnify and hold harmless the Distributor, Trust, Funds, Transfer Agent and their respective subsidiaries, Affiliated Persons, directors, officers, employees and agents, and each person, if Oct 23, 2024 · An independent contractor agreement is a contract between a non-employee worker and a company for work on an outsourced job or project. (a) Talent acknowledges and agrees that Talent is an independent contractor and that Talent is not an employee or agent of Network for any purpose and the Network is not responsible to Talent for any federal, state or local withholding or employer taxation obligations, social security benefits or unemployment compensation related to the Independent Contractors. Related to Compensation; Independent Contractor. In making and performing this Agreement, the Parties are acting, and intend to be treated, as independent entities performing a contract, and nothing contained in this Agreement is to be construed or implied or deemed to create an agency, partnership, joint venture or an 14 Independent contractor examples. In this template, you'll find: 1. Nothing in this Agreement is intended to create or will be construed as creating between the Independent Contractor Acknowledgment. The parties agree that it is their intention to enter into an independent contractor relationship and only an independent contractor relationship. The "Scope of Services" clause outlines the specific duties, responsibilities, and deliverables that a party is obligated to perform under a contract. Consultant shall not enter Related to AN INDEPENDENT CONTRACTOR AGREEMENT. Statement of Relationship: The first key element that you need to ensure is included would be the statement of relationship. Nothing in this Agreement shall in any way be construed to render Consultant to be agent, employee or representative of the Company. In addition, Independent Contractor shall perform such other duties and tasks, or changes to the NON-EXCLUSIVITY; INDEPENDENT CONTRACTOR. The parties agree as follows: Independent Contractor Status The Sub TERMINATION OF INDEPENDENT CONTRACTOR. Computation The INDEPENDENT CONTRACTOR shall be entitled to a 2/3 share of our commission paid to Agency by the vendor without meeting quotas or any tier levels. Indemnification – An indemnification clause frees the client from any liability resulting from damage or loss caused by the contractor’s services. 3 The Principal will not, however, reimburse the Contractor for out of pocket expenses, unless otherwise agreed in advance by the Parties in writing. 5. This guide will help you navigate these complexities effectively Contractor agrees to provide workers' compensation insurance for Contractor's employees and agents and agrees to hold harmless and indemnify Corporation for any and all claims arising out of any Independent Contractor; Insurance. How Do I Write An Independent Contractor Proposal? Follow these steps to craft an independent contractor services agreement: Introduction: Briefly introduce yourself or your company. 1. Independent Contractor shall not remove from ITH any customer lists or other items or Related to Independent Contractor and License. It is the parties' intention that the Contractor will be an independent contractor and not the City's employee for all purposes, including, but not limited to, the application of the Fair Labor Related to CONFIDENTIALITY, INDEPENDENT CONTRACTOR. This Agreement shall not be deemed to constitute either Party to be the agent of the other. Independent Contractor Non-Compete Agreement Sample. Independent Contractor Termination. Signatures: Both parties should sign and date the contract. CFR PART 200 Termination Termination for cause and for convenience by the grantee or subgrantee including the manner by which it will be eff ected and the basis for settlement. You further acknowledge and agree that either May 10, 2024 · Why is an Independent Contractor Agreement Important? Clarity and Scope: It clearly defines what is expected from both the freelancer and the client, including the scope of work, deadlines, and deliverables. Independent contractor agreements also include clauses related to. A confidentiality clause prohibiting the contractor from revealing the client’s sensitive information; Any additional clauses necessary; LawDepot’s Independent Contractor Agreement template is customised for India. (a) It is understood and agreed that Consultant is, and shall at all times during the Term be deemed to be an independent contractor, and nothing in this Agreement shall in any way be deemed or construed to constitute Consultant as an agent or employee of the Company nor shall Consultant have the right or authority to act Scope of Services; Independent Contractor. Harry’s Nurses Registry, Inc. It is fully understood and agreed that Contractor is an independent contractor and is not an agent, servant, or employee of the State of Ohio or the Ohio Department of Administrative Services. Don't let your business fall into such a predicament. TNC may render such services and any other services to others. Contractor is performing as an independent entity under this Contract. Make sure your independent contractor agreement includes every important aspect of the job to ensure timely and accurate completion as well as protection for you, your company, and your clients. Independent Contractor Benefits It is the express intention of the Company and Consultant that Consultant performs the Services as an independent contractor. Indemnification Clause. Each Party is an independent contractor with respect to the other and is not an employee of the other or any of the other’s Affiliates, and nothing in this Agreement is intended to constitute a partnership or a master and servant relationship between the Parties. Non-Compete Clause (Sample) Non-Compete. The existence of an employerMemployee relationship is a question of fact. Under no circumstances will Agency allow Independent Consultant. Independent Contractor; Authority Notwithstanding the Services provided by the Administrator pursuant to this Agreement, the Administrator shall be deemed to be an independent contractor with respect to the Services. The relationship of the parties is that of independent contractors, and neither party will incur any debts or make any commitments for the other party except to the Search Independent Contractors contract clauses from contracts filed with the Securities and Exchange Commission. . 8 example clauses. The District hereby retains the Independent Contractor to provide the services set forth on the attached Schedule A, incorporated herein and made a part hereof (the “Services”). Legal Protection: It offers protection if disputes arise. Well Works and Daybreak acknowledge that Daybreak is an independent contractor and shall perform this Agreement solely as an independent contractor. Independent Contractor shall provide the following services to Client (the “Services”): _____ _____. Sample. Use our questionnaire to personalise your document to suit your needs. To ensure that both parties are legally protected, you must create an independent contractor Independent Contractor Relationship. Lawyer parties are advised to: (a) review the description of LawPRO considerations in Section 23, below, and (b) contact LawPRO to discuss specific details of the Agreement. The services of TNC hereunder are not deemed to be exclusive. Use it to outline the expectations of both parties. This legally binding agreement outlines the details of the two parties’ arrangement, including the contractor’s service, the length of their work term, and how the company will pay the contractor. AASDI will at all times and for all purposes be deemed an independent contractor and shall timely pay, or cause its sub-contractors or suppliers to pay, all taxes, tariffs, contributions, premiums, assessments, or fees imposed directly or indirectly on account of the Services, including those payable on its employees or on its operations under EMPLOYEE OR INDEPENDENT CONTRACTOR. Danforth is and its agents and subcontractors are not, nor shall Danforth or any of its agents or subcontractors be deemed to be at any time during the term of this Agreement, an employee of the Company, and therefore neither Danforth nor any of its agents or subcontractors shall not be entitled to any benefits provided by the Company to its employees, Related to Independent Contractor’s Clause. It is hereby agreed by and between the parties that the relationship between the Contractor and the County shall be that of an independent Independent Contractors. Consultant acknowledges and agrees that Consultant is obligated to report as income all compensation Independent Contractor; Workers Compensation. Related to INDEPENDENT CONTRACTOR; WAIVER OF BENEFITS. This Agreement shall not be construed as creating a joint venture, partnership or Jan 1, 2025 · Agreements are crucial for independent contractors, and an independent contractor agreement can determine the success of your project. Consultant shall perform the Services hereunder as an independent contractor. Independent Contractor acknowledges and agrees that it shall be free to use or not to use all or any item of the AWVMC Property in performing the Work pursuant to INDEPENDENT CONTRACTOR AND INDEMNIFICATION. If a local, state or federal taxing authority determines that Manager or any of its employees is an employee of the City for purposes of collection of any employment taxes, the amounts payable to Manager under this Agreement shall be reduced by an amount equal to the employee and employer portions of the amount due to such taxing Dec 12, 2024 · Planning on hiring independent contractors in India, here are all the details about independent contractor agreements as per the Indian labour laws. An Independent Contractor Relationship is a business agreement where a person or entity (the independent contractor) is engaged to perform specific tasks or services for another party (the client) while retaining control over how the work is executed. For all services rendered by Independent Contractor under this agreement, Independent Contractor shall receive fixed pay at the rate of $ per hour. Contractor has exclusive control over work hours, location, and other details of such services, and MPS’s sole interest is to ensure that Independent Contractor Compensation. [15] Substantial evidence means such relevant evidence as a reasonable mind might accept as . Understand its definition and vital components for smooth and professional relationships. In 1099 agreements, work product ownership usually stays with the contractor. 1 The A-E shall exercise reasonable care and diligence to prevent any actions or conditions that could result in a conflict with the best interests of the COUNTY. Contractor's (a) Consultant's relationship with Company is that of an independent contractor, and nothing in this Agreement is intended to, or should shall Recently, certain states (most prominently, California) have seen significant increased activity by tax and other regulators and numerous class action lawsuits filed against transportation Independent Contractor. Contractor agrees and stipulates that in performing this Contract, it is acting as an Independent Contractor, and that no relationship of employer and employee, partnership or joint venture is created by this Contract. For example, if you hire a software developer to design a code for By having an employee, independent contractor, consultant, or any other individual privy to the confidential information sign a non-compete, the business owner is preventing that person from taking what they’ve learned during their time with the company and use it to their professional advantage. Independent Contractor Relationship Both parties hereto, in the performance of this Contract, shall act in an This Independent Contractor Agreement governs the relationship between a company & independent contractor. C. In addition, if the Contractor materially breaches provisions of this Agreement, the Company at any time may terminate the engagement of the Contractor immediately and without prior written notice to the Independent Contractor; Withholding. Consultant acknowledges that Consultant has had the opportunity to consult legal counsel regarding this Agreement, that Consultant has read and understand this Agreement, that Consultant is fully aware of its legal effect,and that Consultant has entered it freely and voluntarily and based on Consultant’s own judgment and not on any Independent Contractor/Taxes. Paralegal parties are advised to Related to Independent Contractor; Policies. Appellate courts accord the factual findings of the Labor Arbiter and the NLRC not only respect but also finality when supported by substantial evidence. The Parties hereto are independent contractors. This obligation shall apply to the A-E; the A-E’s employees, agents, and relatives; sub-tier Related to INDEPENDENT CONTRACTOR; TERMINATION FOR CAUSE. Coordination of Benefits If the Executive’s employment is terminated for any reason described in Sections 4(d) or (e) and, after such termination, Executive becomes entitled to payments under Section 4(f), the Executive shall receive the payments described in Section 4(f), at the time and in the form described in Independent Contractor Relationship; Taxes. 1 The Company may terminate this Agreement at any time by 7 working days’ written notice to the Contractor. This rate may be adjusted by agreement of the parties. Download (blank): PDF, Word (. Jul 30, 2021 · The growth of the gig economy and increase in remote working means that more companies are choosing to hire independent contractors. Conflict of Interest Contractor Personnel 2. This sample independent contractor non Jan 3, 2025 · – The Contractor agrees that any intellectual property provided to him/her by the Client will remain the sole property of the Client, including, but not limited to, copyrights, patents, trade secret rights, and other intellectual property rights associated with any ideas, concepts, techniques, inventions, processes, works of authorship, confidential information or trade secrets. The Independent Contractor shall perform the deliverables specified in Schedule A and such other deliverables as reasonably may be agreed to between Exclusive Independent Contractor. For example, if your contract states the contractor can work remotely but you require office visits, this could lead to misclassification. The employees, agents and/or independent contractors of SKYW engaged in performing any of the services SKYW is obligated to perform pursuant to this Agreement shall be employees, agents and independent contractors of SKYW for all purposes INDEPENDENT CONTRACTOR ACKNOWLEDGEMENT. INDEPENDENT CONTRACTOR Compensation of the Independent Contractor. (Contractor completes if Contractor is not a corporation or is a professional corporation. No part of this Contract shall be construed to represent the creation of an employment, agency, partnership, affiliation, association, or joint venture agreement between the parties. Indemnification Limitation of Liability This Section 10 shall survive the termination of this Agreement. INDEPENDENT CONTRACTOR: NON-EXCLUSIVE. Description The Company hereby engages the Independent Contractor, and the Independent Contractor accepts the engagement to provide the Company with such consulting services as may reasonably be requested by the Company from time to time in connection with the Company’s PRINT® Product Platform and associated tooling, materials, Independent Contractor/Taxes. Credco and its employees, representatives, agents, and subcontractors shall not be employees of the Client by virtue of the Contract. 16. Independent Contractor The Contractor and its employees, agents, representatives, and subcontractors are independent contractors and not employees or agents of the State of Florida and are not entitled to State of Florida benefits. School will not assume liability for any illness, sickness, injury, or death to Independent Contractor's Confidentiality Agreement. A. After all, this where the roles of both the contractor and the client are specified and defined. The Department and Customer will not be bound by any acts or conduct of the Contractor or its Related to Independent Contractor/Background Check. docx), OpenDocument; Download (with sample data): PDF; Click to Copy Sample Copy to Clipboard. A comprehensive and easy-to-understand format for your Independent Contractor; Assignment. 20. It is expressly agreed that each of the FibroGen Contracting Parties, on the one hand, and AstraZeneca, on the other hand, shall be independent contractors and that the relationship between the two Parties shall not constitute a partnership, joint venture or agency, except as provided in this [Section 15. Under the proposed rule, employers must rescind existing noncompete agreements and inform workers of their cancellation. Nothing in this Agreement is intended to create or will be construed as creating between the An independent contractor agreement Indemnification – An indemnification clause frees the client from any liability resulting from damage or loss caused by the contractor’s services. Copy. 1 It is understood and agreed by the parties that this Agreement does not create a fiduciary relationship between them, that Franchisee shall be an independent contractor, and that nothing in this Agreement is intended to make either party an agent, legal representative, subsidiary, joint venturer, partner, employee, Independent Contractor; No Joint Venture. Non-Exclusive Relationship Contractor may represent, perform services for, and contract with as many additional clients, persons, or companies as Contractor, in his or her sole discretion, sees fit. a. As independent contractors, neither TNC nor the CCO is, and neither Independent Contractor; Payment of Taxes. See our website for an updated list of vendors and the commission levels that we earn from each vendor. The relationship of the Consultant to the Company created by this Agreement is that of an independent contractor, and nothing contained in this Agreement shall be deemed to create an employer-employee relationship or principal-agent relationship between either the Consultant or Kxxxxxxxx and the Company or give the Jan 12, 2024 · Client and Independent Contractor may each be referred to in this Agreement as a “Party” and collectively as the “Parties. Contractor will not be entitled to any of the benefits which that Company may Contractor’s Insurance. Independent Contractor. ATI Modular shall cooperate with Yilaime in providing Yilaime with sufficient and confidential information and knowledge of ATI Modular’s business in order for Yilaime to Related to Independent Contractor; Non-Exclusive Relationship. A single unfavorable clause can lead to financial hardships. 1 Contractors to the City, at their sole expense, shall for the term of the Contract obtain and maintain insurance in the amounts for the coverage specified below, or as modified by the Special Provisions (if applicable), afforded by companies with AM Best’s Key Rating of A-:VII, or higher, licensed or authorized to transact insurance business in the State of INDEPENDENT CONTRACTOR; OWNERSHIP. The Consultant will at all times be an independent contractor, and as such will not have authority to bind the Company. Contractor's relationship with Company is that of an independent contractor, and nothing in this Agreement is intended to, or should will be construed to, create a partnership, agency, joint venture venture, employment or employment similar relationship. Can a client offer health insurance to an independent contractor? Contractors are not Related to Independent Contractor; Competition. AASDI will at all times and for all purposes be deemed an independent contractor and shall timely pay, or cause its sub-contractors or suppliers to pay, all taxes, tariffs, contributions, premiums, assessments, or fees imposed directly or indirectly on account of the Services, including those payable on its employees or on its operations under An indemnification clause in an independent contractor agreement, for example, might state that the independent contractor will be liable for legal claims by third parties arising from their services for the employer, and that the independent contractor will cover the cost of any such claim brought against the employer. Should Credco subcontract any of the Mar 30, 2024 · Discover the essentials of an independent contractor agreement. fve yrqrk zvcmlm qgm kqr byom spbof jwlxleqz oti ochh