The Simple Independent Contractor Agreement is essential for businesses engaging external professionals in the United States. It helps maintain compliance with IRS guidelines and state labor laws while protecting both parties' interests. This document is particularly important given the increasing scrutiny of worker classification and the growing gig economy. It includes critical elements such as scope of work, payment terms, independent contractor status confirmation, and relevant legal protections. The agreement helps establish clear expectations and reduces the risk of misclassification disputes.
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1. Parties: Identifies the contracting parties, including full legal names and addresses
2. Background/Recitals: Explains the context and purpose of the agreement
3. Definitions: Defines key terms used throughout the agreement
4. Services: Detailed description of services to be provided by the contractor
5. Term and Termination: Duration of agreement and conditions for termination
6. Compensation: Payment terms, rates, and payment schedule
7. Independent Contractor Status: Explicitly establishes nature of relationship and contractor's independence
8. Governing Law: Specifies applicable jurisdiction and law
1. Intellectual Property: Rights and ownership of work product - include when contractor will create intellectual property
2. Confidentiality: Protection of sensitive information - include when contractor will have access to confidential information
3. Non-Compete: Restrictions on competing activities - include when protecting business interests is critical
4. Insurance: Required insurance coverage - include when services involve significant risk or liability
5. Indemnification: Mutual or one-way indemnification provisions - include when significant liability risks exist
1. Schedule A - Services Description: Detailed scope of work and deliverables
2. Schedule B - Fee Schedule: Detailed breakdown of fees, rates, and payment terms
3. Schedule C - Insurance Requirements: Specific insurance coverage requirements and limits
4. Schedule D - Key Personnel: List of key personnel assigned to project (if applicable)
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