TJFACT's complete internal IT function — delivered by Paint Your Heaven LLC as a dedicated independent contractor on a flat retainer. Read it, sign it, and coverage starts this week.
Provider will deliver Client's complete internal IT function as a dedicated, continuous service covering the full Service Scope:
| Period | Annual retainer | Monthly invoice |
|---|---|---|
| All months | $85,000 per year | $7,083.33 |
Invoiced monthly, net-15. The retainer is all-inclusive for the Section 1 scope — Client incurs no payroll taxes, benefits, or employment overhead. Hardware, software, and licensing costs are Client's, purchased directly by Client with Provider's guidance; Provider resells nothing.
No employment relationship exists or is created. Provider is an independent contractor: Provider controls its own means, methods, schedule, and tools; may serve other clients; is responsible for its own taxes and insurance; and receives no employee benefits. Provider personnel are not Client employees for any purpose. Client will process this engagement through its standard procurement review.
Initial term 12 months from the effective date, renewing automatically for successive 12-month terms. Either party may terminate at the end of any month on 60 days' written notice; Client may terminate for uncured material breach on 30 days' written notice. On termination, Provider delivers an orderly handoff: credentials, documentation, and a transition briefing, with all Client-tenant configuration remaining in place and functional.
Configuration, content, and work product created in Client's Microsoft 365 tenant belong to Client. Provider's pre-existing intellectual property — including the IT Command Center platform, AI-agent architecture, templates, and internal tooling — remains Provider's, licensed to Client for internal business use for as long as this retainer or its deliverables remain in service. Neither party acquires the other's trademarks.
Each party protects the other's non-public information with reasonable care and uses it only for this engagement. During the term and for 12 months after, Client will not solicit for employment or engage Provider's personnel outside this Agreement except by written agreement with Provider (a conversion fee of 25% of first-year compensation applies otherwise).
Neither party is liable for indirect or consequential damages. Provider's aggregate liability is capped at the fees paid under this Agreement in the twelve months preceding the claim. Provider maintains commercially reasonable insurance.
Electronic execution. The parties agree this Agreement may be executed electronically under the U.S. E-SIGN Act and the Georgia Uniform Electronic Transactions Act; an electronic signature (drawn or typed) has the same force as an ink signature, with a certificate of execution — timestamp, signer identity, and a SHA-256 fingerprint of this document — generated at signing. Effectiveness. Client's electronic signature constitutes execution by Client; the Agreement becomes fully effective when Provider countersigns and delivers a fully executed copy (within one business day). Governing law: State of Georgia. Entire agreement for the Section 1 services, superseding prior discussions of employment for this scope.
For TJFACT LLC — an authorized signer completes the fields below.
Sky generated your executed copy as a PDF the moment you signed — it carries the certificate, fingerprint and signature. Paint Your Heaven countersigns and delivers the fully executed original within one business day.