This Independent Contractor Agreement (this "Contract")is made effective as of , by and between( "Client")and Domestic Quality Services, ("DQS").

    1.DESCRIPTION OF SERVICES. Beginning on , DQS will submit to Client the names and resumes of qualified candidates ("Candidates") for the position with the skills and background described between the parties (collectively, the "Services"). DQS will provide qualified candidates to fill household/domestic services as requested herein.


    a. For services provided by DQS under this Contract, DQS shall be compensated as below:
    - Temporary staff: per staff for period of service.
    - Transfer Fee: shall be paid if temporary employee is taken on permanent basis
    - Permanent Staff:shall be paid for appointment of each permanent staff


    3.SERVICE PROVIDER'S REPRESENTATIONS. DQS shall provide Cleint referrals for staffing for a period of six months from the date of this Ageement.


    4.TERM/TERMINATION. This Contract shall terminate automatically six months from the date of this Agreement.


    5.RELATIONSHIP OF PARTIES. It is understood by the parties that DQS is an independent contractor for Client and not an employee of Client.


    6.CONFIDENTIALITY. Client will not at any time or in any manner, either directly or indirectly, circumvent or use for its personal benefit the DQS referrals or agents or employyes, disclose, or communicate in any manner any information that is proprietary to DQS. DQS will
    protect such information and treat it as strictly confidential. This provision shall continue to be effective after the termination of this Contract. Upon termination of this Contract.


    7.INDEMNIFICATION HOLD MARMLESS. Client agrees to imdenify and hold harmless
    DQS from all claims, losses, expenses, fees including attorney fees, costs, and judgments that may be asserted by Client that result from the acts or omissions of DQS' referrals, DQS's employees, if any, and DQS's agents.


    8.ENTIRE AGREEMENT. This Contract contains the entire agreement of the parties, and there are no other promises or conditions in any other agreement whether oral or written.


    9.SEVERABILITY. If any provision of this Contract shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Contract is invalid or unenforceable, but
    that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.


    10.APPLICABLE LAW. This Contract shall be governed by the laws of the State of California.
    This Contract shall be signed on behalf of Client

    by _


    Domestic Quality Services

    by __