Hello,
I am a JD/MBA and work as an associate to the General Counsel/VP of Legal Affairs of a medium sized retail chain (~ 2,000 employees and $600M annual sales). I understand you are looking to amend your current Profit Share Agreement in order to succinctly lay out the relationship between your organization and the parties with whom you contract.
My niche is transactional law, and I have drafted a variety of contracts; many of which resemble your precise needs here. I actively work on franchise agreements, leases, P&S agreements, etc., and have drafted Standard Terms & Conditions for several firms.
You clearly have a general understanding of the protections you need here, and are off to the right start. Without delving into too much detail, I would recommend adding unambiguous language that establishes there to be no employer-employee relationship (to mitigate vicarious reliability, aka respondiat superior). Moreover, I would add explicit indemnification clauses, and various other provisions to further isolate yourselves from any liability between yourselves and the end user. Additionally, as you mentioned, the guarantor section is one which should be read with particular scrutiny. As soon as you give me the green light I can begin drafting; it will take me only a few hours, as I am very familiar with this type of agreement. I will then send the draft over for your review, and we can make adjustments if necessary. Look forward to working with you.
Take Care,
Ce-Jay