About This Document
This Independent Contractor Agreement formalizes the relationship between a business (Client) and an individual or entity (Independent Contractor) providing services on a non-employee basis.
It ensures both parties understand their rights, responsibilities, and expectations, and protects against potential legal disputes, especially concerning taxes, intellectual property, confidentiality, and termination.
Who Should Use This Template
Companies hiring freelancers, consultants, or independent service providers
Startups engaging outside experts for marketing, software development, design, legal, or consulting services
Businesses needing to clearly define service terms, payment structures, and ownership of deliverables
Any entity looking to avoid misclassification of contractors versus employees
What the Template Includes
Scope and definition of services to be provided (attached in Exhibit A)
Terms for payment, invoice procedures, and late fees
Independent Contractor’s responsibility for own taxes and benefits
Confidentiality obligations and protection of confidential information
Assignment of intellectual property rights to the Client
Procedures for termination, both with cause and without cause
Clarification of the Independent Contractor relationship (not an employee)
Indemnification clauses protecting the Client from liability
Governing law, dispute resolution via arbitration, and amendments procedures
Editable Word format for easy updates
Instructions for Completing the Template
Fill in the Client’s and Contractor’s full legal names, business types (LLC, Corporation, Individual), and addresses.
Clearly describe the services in Exhibit A (scope, timelines, deliverables).
Specify the payment terms:
Billing frequency (e.g., monthly, biweekly)
Payment deadline (e.g., 30 days after invoice receipt)
Late payment interest rate (e.g., 1.5% per month)
Customize expenses reimbursement rules if pre-approved costs are allowed.
Confirm whether there are any pre-existing intellectual property items to carve out from full Client ownership.
Make sure the governing law jurisdiction matches where your Client company is located.
Finalize the agreement with signatures and dates from both the Client and the Independent Contractor.
Important Reminder
This document is provided as a template to assist with standard independent contractor arrangements.
It does not constitute legal advice. Always consult a qualified attorney to adapt this Agreement to your specific project, protect your intellectual property, and ensure compliance with local, state, and federal employment laws.
About This Document
This Independent Contractor Agreement formalizes the relationship between a business (Client) and an individual or entity (Independent Contractor) providing services on a non-employee basis.
It ensures both parties understand their rights, responsibilities, and expectations, and protects against potential legal disputes, especially concerning taxes, intellectual property, confidentiality, and termination.
Who Should Use This Template
Companies hiring freelancers, consultants, or independent service providers
Startups engaging outside experts for marketing, software development, design, legal, or consulting services
Businesses needing to clearly define service terms, payment structures, and ownership of deliverables
Any entity looking to avoid misclassification of contractors versus employees
What the Template Includes
Scope and definition of services to be provided (attached in Exhibit A)
Terms for payment, invoice procedures, and late fees
Independent Contractor’s responsibility for own taxes and benefits
Confidentiality obligations and protection of confidential information
Assignment of intellectual property rights to the Client
Procedures for termination, both with cause and without cause
Clarification of the Independent Contractor relationship (not an employee)
Indemnification clauses protecting the Client from liability
Governing law, dispute resolution via arbitration, and amendments procedures
Editable Word format for easy updates
Instructions for Completing the Template
Fill in the Client’s and Contractor’s full legal names, business types (LLC, Corporation, Individual), and addresses.
Clearly describe the services in Exhibit A (scope, timelines, deliverables).
Specify the payment terms:
Billing frequency (e.g., monthly, biweekly)
Payment deadline (e.g., 30 days after invoice receipt)
Late payment interest rate (e.g., 1.5% per month)
Customize expenses reimbursement rules if pre-approved costs are allowed.
Confirm whether there are any pre-existing intellectual property items to carve out from full Client ownership.
Make sure the governing law jurisdiction matches where your Client company is located.
Finalize the agreement with signatures and dates from both the Client and the Independent Contractor.
Important Reminder
This document is provided as a template to assist with standard independent contractor arrangements.
It does not constitute legal advice. Always consult a qualified attorney to adapt this Agreement to your specific project, protect your intellectual property, and ensure compliance with local, state, and federal employment laws.
