Independent Contractor Agreement
Freelance work goes wrong when the scope is fuzzy. Pin down the deliverables, the money, the deadlines, and who owns the work — then download a print-ready PDF. Free, no signup.
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Independent Contractor Agreement
Dated __________. This agreement is between __________ ("Client") and __________ ("Contractor").
Services. The Contractor will perform the following services: __________ . Key deliverables: __________ .
Payment. The Client will pay the Contractor as follows: __________ . Expenses: __________ .
Term and termination. This agreement runs __________ . Either party may terminate with __________ ; the Client pays for work properly performed up to termination.
Independent contractor status. The Contractor is an independent contractor, not an employee, agent, or partner of the Client. The Contractor controls how the services are performed, may work for others, and is responsible for their own taxes, insurance, and benefits. Nothing here creates an employment relationship.
Work product. Upon full payment, the final deliverables are assigned to the Client. The Contractor retains ownership of pre-existing materials, tools, and know-how, and grants the Client a license to use them as embedded in the deliverables.
Confidentiality. Each party will keep the other's non-public business information confidential. This agreement is governed by the laws of the State of __________ .
Generated with SealFormsFree, print-ready legal template
When to use this agreement
Any time you hire — or work as — a freelancer: design, development, writing, consulting, trades. It protects both sides: the client gets a defined scope and ownership of the deliverables; the contractor gets clear payment terms and keeps their own tools and methods.
Sending the bill afterwards? Pair it with thefree invoice template. Sharing confidential material before the deal? Start with theNDA.
Frequently asked questions
What makes someone an independent contractor and not an employee?
In broad federal terms, a contractor controls how the work gets done, uses their own tools, can work for others, and is paid for results — while an employee is directed and controlled by the employer. Misclassifying an employee as a contractor can carry tax and labor consequences, so if the working relationship looks like employment, treat it as employment.
Who pays taxes on the contractor’s pay?
The contractor. Clients generally do not withhold income tax or payroll taxes for an independent contractor — the contractor pays their own income and self-employment taxes. US clients typically collect a W-9 and issue a 1099-NEC for payments of $600 or more in a year.
Who owns the work product?
Whatever the agreement says — which is why the IP clause matters. This template assigns the final deliverables to the client upon full payment, while the contractor keeps their pre-existing tools and materials. If you need a different split, edit the clause before signing.
Is this agreement legally binding?
A signed agreement with clear scope, payment, and terms is generally a binding services contract. This is a general template, not legal advice — for high-value or unusual engagements, have an attorney review it.