Independent Contractor Agreement

1. Parties

This Independent Contractor Agreement ("Agreement") is entered into between The Open Window Academy LLC, a Washington limited liability company doing business as The Open Window Academy ("Company"), and you, the individual enrolling in the The Open Window Academy Affiliate Program ("Contractor," "Affiliate," or "you").

2. Independent Contractor Status

You acknowledge and agree that your relationship with the Company is that of an independent contractor, and nothing in this Agreement or any related agreement shall be construed to create an employer-employee relationship, partnership, joint venture, or agency relationship between you and the Company.

As an independent contractor:

• You are free to determine your own working hours, methods, and means of performing your affiliate activities.
• You are not subject to the Company's direction or control regarding how you perform your work, only regarding the results to be achieved.
• You may engage in other business activities, employment, or independent contractor relationships simultaneously.
• You are responsible for providing your own equipment, workspace, internet access, and other resources necessary to perform your activities.
• You bear the risk of profit or loss from your affiliate activities.

3. No Employment Benefits

As an independent contractor, you are NOT entitled to any employee benefits, including but not limited to:

• Health insurance, dental insurance, or vision insurance.
• Retirement plans (401(k), pension, etc.).
• Workers' compensation insurance.
• Unemployment insurance benefits.
• Paid time off, vacation, sick leave, or holiday pay.
• Disability insurance.
• Life insurance.
• Any other benefits typically provided to employees.

You are solely responsible for obtaining your own insurance coverage, retirement savings, and other benefits.

4. Tax Obligations

CRITICAL TAX INFORMATION: As a self-employed independent contractor, you bear full responsibility for all tax obligations arising from your affiliate earnings.

4.1 Self-Employment Tax

You are responsible for paying self-employment tax on your net earnings from the Affiliate Program. In the United States, self-employment tax is currently 15.3% (12.4% for Social Security + 2.9% for Medicare) on net self-employment income. An additional 0.9% Medicare surtax applies to earnings above certain thresholds.

4.2 Federal and State Income Tax

All commissions, bonuses, profit-share distributions, and other compensation received from the Company are taxable income. The Company does NOT withhold federal, state, or local income taxes from your payments. You are solely responsible for estimating and paying all applicable taxes.

4.3 Quarterly Estimated Tax Payments

If you expect to owe $1,000 or more in federal taxes for the year, you are generally required to make quarterly estimated tax payments using IRS Form 1040-ES. Failure to make adequate estimated payments may result in penalties and interest from the IRS.

4.4 International Affiliates

If you reside outside the United States, you are responsible for complying with all tax laws and reporting requirements in your country of residence. The Company may be required to withhold taxes on payments to non-U.S. persons under applicable tax treaties or regulations.

5. W-9 Requirement & 1099-NEC Reporting

If you are a U.S.-based Affiliate, you are required to provide a completed IRS Form W-9 (Request for Taxpayer Identification Number and Certification) before receiving any commission payments. Your W-9 must include:

• Your legal name (or business name if operating under an entity).
• Your taxpayer identification number (Social Security Number or Employer Identification Number).
• Your address.
• Your certification that the information provided is correct.

1099-NEC Reporting: The Company will issue IRS Form 1099-NEC to any U.S.-based Affiliate who receives $600 or more in total compensation (commissions, bonuses, profit-share) during a calendar year. This form will be provided by January 31 of the following year and will also be filed with the IRS.

Backup Withholding: If you fail to provide a valid W-9 or provide incorrect taxpayer identification information, the Company is required by law to withhold 24% of your payments as backup withholding and remit it to the IRS.

6. No Exclusivity

This Agreement does not grant the Company exclusive rights to your services. You are free to:

• Work for other companies, including competitors, simultaneously.
• Maintain other employment or independent contractor relationships.
• Operate your own businesses in any industry.
• Promote products or services from other companies.

However, you may not use The Open Window Academy's proprietary materials, customer lists, or confidential information to benefit competing businesses.

7. Business Registration Guidance

Depending on your jurisdiction and the scale of your affiliate activities, you may want or need to:

• Register as a Sole Proprietor: In many jurisdictions, operating under your own name requires no formal registration, but you may need a "Doing Business As" (DBA) filing if using a business name.
• Form an LLC or Corporation: For liability protection and potential tax benefits, you may choose to form a business entity. Consult with an attorney or accountant.
• Obtain an EIN: An Employer Identification Number (EIN) from the IRS is free and may be required if you form a business entity or hire employees.
• Business License: Check with your city, county, or state to determine if a general business license is required.
• Sales Tax Permit: Some jurisdictions require a sales tax permit for digital product sales.

The Company does not provide legal or tax advice regarding business registration. We recommend consulting with a qualified professional in your jurisdiction.

8. Compliance Obligations

As an independent contractor, you are solely responsible for:

• Complying with all applicable federal, state, local, and international laws and regulations.
• Obtaining any necessary permits, licenses, or registrations required in your jurisdiction.
• Maintaining accurate financial records of your affiliate activities.
• Filing all required tax returns and making all required tax payments on time.
• Complying with FTC guidelines regarding endorsements, testimonials, and advertising.
• Complying with CAN-SPAM, GDPR, CCPA, and other applicable data protection and communication laws.

9. Termination

Either party may terminate this Agreement at any time, with or without cause, by providing written notice. Upon termination:

• You must immediately cease representing yourself as a The Open Window Academy Affiliate.
• You must return or destroy any proprietary materials provided by the Company.
• Earned and verified commissions above the minimum payout threshold will be paid within 60 days.
• Commissions below the minimum payout threshold are forfeited.
• Your obligations regarding confidentiality, tax compliance, and indemnification survive termination.

10. Indemnification

You agree to indemnify, defend, and hold harmless the Company from any claims, damages, losses, or expenses (including attorneys' fees) arising from your activities as an independent contractor, including but not limited to claims related to your tax obligations, marketing activities, or violation of any laws or regulations.

11. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of Washington, United States, without regard to its conflict of law provisions. Any disputes arising under this Agreement shall be resolved in accordance with the dispute resolution provisions in the Terms and Conditions.

12. Contact Information

For questions about this Independent Contractor Agreement, please contact: