Independent Contractor Agreement

Independent Contractor Agreement

This Independent Contractor Agreement ("Agreement") is entered into as of [effective date] by and between [company / client] and [contractor].

1. Engagement & Scope of Services. [company / client] ("Company") hereby engages [contractor] ("Contractor") as an independent contractor to perform the following services in connection with [project / matter]: [scope of services].
2. Term. Contractor shall commence services on or about [start date] and continue through [term / completion]. Either party may terminate on written notice, subject to payment for services properly rendered through termination.
3. Compensation & Expenses. Company shall pay Contractor [fee], payable as follows: [payment schedule].
4. Independent Contractor Status. Contractor is an independent contractor and is not an employee, partner, or agent of Company. Contractor is responsible for all taxes, withholdings, and contributions on amounts paid hereunder and is not entitled to any employee benefits from Company. Contractor shall control the manner and means of performing the services and shall supply Contractor's own tools and equipment unless otherwise agreed in writing.
5. Work Made for Hire; Ownership. All work product, deliverables, and results of Contractor's services hereunder shall be deemed a work made for hire for Company, and Company shall be the sole author and owner of all right, title, and interest therein, including all copyrights and all rights of every kind, throughout the universe, in perpetuity, in all media now known or hereafter devised. To the extent any such work product or deliverables are not deemed a work made for hire, Contractor hereby irrevocably assigns them in their entirety to Company. Contractor waives all so-called "moral rights" and rights of droit moral to the fullest extent permitted by applicable law.
6. Confidentiality. Contractor acknowledges that it may receive confidential and proprietary information of Company. Contractor shall keep such information strictly confidential, use it solely to perform the services, and not disclose it to any third party without Company's prior written consent. Contractor shall return or destroy all confidential materials on Company's request. These obligations shall survive termination of this Agreement.
7. Representations & Warranties. Contractor represents and warrants that Contractor is free to enter into this Agreement and to render the services herein and is not subject to any conflicting obligation; that all work product, deliverables, and contributions furnished by Contractor shall be original to Contractor or fully cleared for use and shall not infringe the rights of any third party; and that Contractor shall comply with all applicable laws and with Company's reasonable policies.
8. Additional Provisions. [additional provisions]
9. Governing Law. This Agreement shall be governed by and construed under the laws of the State of California, without regard to its conflict-of-laws principles.

TEMPLATE ONLY — NOT LEGAL ADVICE. Consult a qualified attorney before executing this or any agreement.