subcontractor agreement sample word

Independent Contractor Services Agreement

Instructions for Use

• Fill in all bracketed information, ensuring that the legal names of the entities match their official registration records.
• Review the scope of work description carefully; specificity here is your primary protection against "scope creep" and disputes.
• Ensure both parties sign and date the document before any services commence, and provide a fully executed copy to each party for their records.

1. Parties and Definitions

This Agreement is entered into on [Date] by and between:

Company: [Company Name], a [State of Incorporation] [Entity Type, e.g., LLC/Corporation], with its principal place of business at [Company Address] ("Company").

Contractor: [Full Legal Name], an [Individual/Entity Type], with a principal place of business/residence at [Contractor Address] ("Contractor").

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

2. Scope of Services

Contractor agrees to perform the following services (the "Services"): [Describe services in detail, including deliverables, deadlines, and performance standards].

3. Term and Termination

This Agreement shall commence on [Start Date] and continue until [End Date] or until the Services are completed, unless terminated earlier. Either party may terminate this Agreement with [Number] days' written notice. In the event of a material breach, the non-breaching party may terminate immediately upon written notice.

4. Compensation

Company shall pay Contractor [Dollar Amount] per [Hour/Project/Milestone]. Payments shall be made within [Number] days of receipt of an undisputed invoice. Contractor is responsible for all federal, state, and local taxes.

5. Independent Contractor Status

Contractor is an independent contractor, not an employee. Nothing in this Agreement creates a partnership, joint venture, or employer-employee relationship. Contractor is not entitled to any benefits, including but not limited to health insurance, retirement plans, or paid leave.

6. Intellectual Property

All work product, inventions, designs, and materials created by Contractor specifically for the Company under this Agreement shall be considered "work made for hire" and shall be the sole and exclusive property of the Company.

7. Confidentiality

Contractor agrees to keep all non-public information regarding the Company’s business, trade secrets, and clients strictly confidential and shall not disclose such information to any third party without prior written consent.

8. Indemnification

Contractor agrees to indemnify, defend, and hold harmless the Company from and against any and all claims, damages, liabilities, and expenses arising out of or related to the Contractor's performance of the Services, including any acts or omissions of the Contractor.

9. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of [State Name]. Any disputes arising hereunder shall be resolved in the courts located in [County/City, State].

10. Entire Agreement

This document constitutes the entire agreement between the Parties and supersedes all prior discussions or understandings. Any amendments must be in writing and signed by both Parties.

Signature & Acknowledgment

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

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

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Disclaimer: This document is a general framework for informational purposes and does not constitute legal advice. Laws regarding independent contractors vary significantly by jurisdiction. Consult with qualified legal counsel to ensure this agreement complies with your specific local, state, and federal requirements.