These Master Terms & Conditions for Independent Contractor Agreements (these “Master T&Cs”) are agreed to as of the _________ __, 20__ (the “Effective Date”) between [COMPANY] a Kansas limited liability company, [COMPANY], a Kansas limited liability company, [COMPANY], a Kansas limited liability company, and [COMPANY], a Missouri corporation (each a “Company,”) and ________________________ , a ____________________ _______________ (the “Contractor”) (any Company or the Contractor, a “Party,” and any Company with the Contractor, the “Parties”).

Each Company and Contractor agree that these Master T&Cs shall govern all agreements for services performed by Contractor for any of the Companies on or after the Effective Date. These Master T&Cs do not create any obligation for Contractor to provide services to a Company or for any Company to pay for such services except as agreed to by the Parties in a definitive agreement for services (an “Agreement”).

Any such Agreement shall set forth the Contractor's duties, term of engagement, and compensation, shall be executed by Contractor and a Company, and shall incorporate these Master T&Cs in their entirety regardless of whether such Agreement makes reference to these Master T&Cs. An Agreement may be formed by Contractor’s acceptance of a formal purchase order issued by a Company, which describes the specific Agreement terms as set forth in the Exhibit to these Master T&Cs. Hereinafter, as context requires Company may mean each Company which has executed an Agreement governed by these Master T&Cs.

1. Independent Contractor.

An Agreement shall not render the Contractor an employee, partner, agent of, or joint venture with the Company for any purpose. The Contractor is and will remain an independent contractor in relation to any Company. A Company shall not be responsible for withholding taxes with respect to the Contractor's compensation under an Agreement and it is the Contractor's sole responsibility to pay any Federal, State, or local taxes as required by law. The Contractor shall have no claim against the Company hereunder, under any Agreement, or otherwise for vacation pay, sick leave, retirement benefits, social security, worker's compensation, health or disability benefits, unemployment insurance benefits, or employee benefits of any kind.

2. Duties, Term, and Compensation. For payment of amounts due, payable, and not disputed by a Company, Contractor agrees to enroll in accept the payment terms of the Companies’ PPB program, which provides for payment in full satisfaction of approved invoice amounts due, either 180 days following approval or at Contractor’s sole discretion more prompt payment at a discount Any amendment or modification to an Agreement shall only be effective upon the written consent of both parties.