subcontractor agreement form template

Independent Contractor Services Agreement

Instructions for Use

• Fill in all bracketed fields with the appropriate legal names, dates, and specific scope details before finalizing the document.
• Ensure the "Scope of Services" section is as granular as possible to prevent "scope creep" and clarify performance expectations.
• Both parties must sign and date the document; retain a fully executed copy for your corporate records and tax compliance files.

Parties & Definitions

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

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

Contractor: [Full Legal Name], an individual / entity located at [Contractor Address] ("Contractor").

The Company and Contractor may be referred to individually as a "Party" and collectively as the "Parties."

Operative Clauses

1. Scope of Services: Contractor agrees to perform the following services for the Company: [Detailed Description of Services] (the "Services"). Contractor shall perform the Services in a professional and workmanlike manner.

2. Term: This Agreement shall commence on [Start Date] and continue until [End Date] or until the Services are completed, unless terminated earlier pursuant to Section 8.

3. Compensation: As full consideration for the Services, Company shall pay Contractor [Dollar Amount] per [Hour/Project/Milestone]. Payments shall be made within [Number] days of receipt of a valid invoice.

4. Independent Contractor Status: Contractor is an independent contractor, not an employee. Contractor is responsible for all federal, state, and local taxes, including self-employment taxes. Contractor is not eligible for any Company benefits, including health insurance or retirement plans.

5. Intellectual Property: All work product, deliverables, and materials created by Contractor in the course of performing the Services shall be deemed "work made for hire" and shall remain the sole and exclusive property of the Company.

6. Confidentiality: Contractor agrees to keep all non-public information regarding the Company’s business, technology, and clients strictly confidential 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 the Contractor’s negligent acts, omissions, or breach of this Agreement.

8. Termination: Either Party may terminate this Agreement upon [Number] days' written notice. In the event of termination, Contractor shall be paid for all Services performed up to the date of termination.

9. Governing Law: This Agreement shall be governed by the laws of the State of [State Name].

Signature & Acknowledgment

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

Contractor Signature: __________ Printed Name: [Full Legal Name] Title: [Title/Role] Date: [Date]

Legal Disclaimer: This document is a general framework and does not constitute formal legal advice. Laws regarding independent contractor classification vary significantly by jurisdiction. Consult with qualified legal counsel to ensure compliance with local, state, and federal regulations.