subcontractor agreement template pdf

Independent Contractor Services Agreement

Instructions for Use

• Fill in all bracketed information accurately, ensuring the scope of services is described with sufficient detail to avoid ambiguity.
• Choose the appropriate payment structure by checking the corresponding box and attaching a detailed Statement of Work (SOW) if necessary.
• Both parties must sign and date the document in the presence of a witness or notary if required by local regulations to ensure enforceability.

1. Parties and Definitions

This Agreement is entered into on [Date] by and between: Company: [Company Full Legal Name], located at [Company Address] ("Company"). Subcontractor: [Subcontractor Full Legal Name], located at [Subcontractor Address] ("Subcontractor").

Services: The Subcontractor agrees to perform the following services: [Describe services in detail] ("Services").

2. Term and Termination

This Agreement shall commence on [Start Date] and continue until [End Date] or until the Services are completed. 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.

3. Compensation

The Company shall pay the Subcontractor as follows:

• Fixed Fee: $[Amount] per project.
• Hourly Rate: $[Amount] per hour.
• Other: [Describe payment terms].

Payments shall be made within [Number] days of receipt of a valid invoice.

4. Independent Contractor Status

The Subcontractor is an independent contractor, not an employee. The Subcontractor is responsible for all federal, state, and local taxes, and is not eligible for Company benefits, including insurance, retirement plans, or paid time off.

5. Intellectual Property

All work product, deliverables, and materials created by the Subcontractor under this Agreement shall be considered "work made for hire" and shall remain the exclusive property of the Company. The Subcontractor hereby assigns all rights, title, and interest in such work to the Company.

6. Confidentiality

The Subcontractor agrees to keep all non-public information obtained during the performance of the Services strictly confidential and shall not disclose such information to any third party without prior written consent from the Company.

7. Indemnification and Liability

The Subcontractor agrees to indemnify and hold harmless the Company from any claims, damages, or expenses arising out of the Subcontractor’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 Name]. Any disputes arising under this Agreement shall be resolved in the courts of [County/City].

Signature and Acknowledgment

By signing below, the parties acknowledge that they have read, understood, and agreed to the terms of this Agreement.

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

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

Legal Disclaimer: This document is a general framework intended for informational purposes. It does not constitute legal advice. Laws governing independent contractors vary significantly by jurisdiction. Consult with qualified legal counsel to ensure this document complies with local labor laws and specific business requirements.