free subcontractor agreement template word

Independent Contractor Services Agreement

Instructions for Use

• Fill in all bracketed information with the specific details of your engagement; ensure that the Scope of Services is defined with as much technical specificity as possible to avoid "scope creep."
• Review the payment and intellectual property sections carefully to ensure they reflect your specific business arrangement and state requirements regarding worker classification.
• Once completed, both parties should sign two original copies, and each party should retain one signed copy for their records.

Parties & Definitions

This Independent Contractor Services Agreement (the "Agreement") is entered into as of [Date] (the "Effective Date") by and between:

Company: [Company Name], a [State of Incorporation] corporation with its principal place of business located at [Company Address] ("Company").

Contractor: [Contractor Name], an individual/entity with a principal place of business/residence located at [Contractor Address] ("Contractor").

Operative Clauses

1. Services: Contractor agrees to provide the services described in the attached "Exhibit A: Statement of Work" (the "Services"). Contractor shall perform the Services in a professional and workmanlike manner.

2. Compensation: Company shall pay Contractor [Dollar Amount] per [Hour/Project/Month] for the Services. Payment shall be made within [Number] days of receipt of an undisputed invoice.

3. Independent Contractor Status: Contractor is an independent contractor, not an employee. Contractor is responsible for all federal, state, and local taxes, and is not entitled to any Company benefits, including health insurance, retirement plans, or paid time off.

4. Term and Termination: This Agreement shall commence on the Effective Date and continue until [Date] or until the Services are completed. Either party may terminate this Agreement upon [Number] days' written notice to the other party.

5. Intellectual Property: All work product, deliverables, and inventions created by Contractor in the performance of the Services shall be considered "work made for hire" and shall be the sole and exclusive property of the Company.

6. Confidentiality: Contractor agrees to hold all non-public information provided by the Company in strict confidence and shall not disclose such information to any third party without prior written consent.

7. Indemnification: Contractor agrees to indemnify and hold harmless the Company from any claims, damages, or expenses arising out of Contractor’s negligence, willful misconduct, or breach of this Agreement.

8. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of [State].

9. Entire Agreement: This document constitutes the entire agreement between the parties and supersedes all prior discussions or understandings.

Signature & Acknowledgment

Company Signature: __________ Printed Name: [Name of Authorized Signatory] Title: [Title] Date: [Date]

Contractor Signature: __________ Printed Name: [Contractor Name] Title: [Title] Date: [Date]

Legal Disclaimer: This document is a general framework intended for informational purposes only. It does not constitute legal advice. Laws regarding independent contractor classification vary significantly by jurisdiction; you must consult with qualified legal counsel to ensure this agreement complies with local, state, and federal labor laws.