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Independent contractor agreement template with AI

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Includes

What Independent contractor agreement includes

SERVICES

FEES & PAYMENT

SCHEDULE & CANCELLATIONS

ACCESS, KEYS & SAFETY

PETS & SPECIAL CONDITIONS

EXCLUSIONS

TERM & TERMINATION

LIABILITY & DAMAGE

GOVERNING LAW & DISPUTE RESOLUTION

GENERAL PROVISIONS

SIGNATURES

AI-generated Independent contractor agreement template PDF

Independent Contractor Services Agreement

This Independent Contractor Services Agreement (the "Agreement") is dated as of [Effective Date], by and between [Provider Name] (the "Contractor") and [Client Name] (the "Client") (collectively, the "Parties"). The Parties agree as follows:

This is a business-oriented template for a U.S. independent contractor project. It is for general information only and is not legal advice. Local requirements and specific project details may require changes.

Core terms

1. SERVICES:

1.1 Contractor will perform independent contractor services for a defined project (the "Services"). The Parties may describe the detailed scope, deliverables, and milestones in a written Service Schedule or Statement of Work, which will be attached to this Agreement if used. 1.2 Contractor is engaged as an independent contractor and not as an employee, partner, or agent of Client. Contractor is responsible for Contractor’s own insurance, licenses, tools, equipment, and for all tax obligations related to the fees paid under this Agreement. 1.3 Contractor will perform the Services in a professional and diligent manner and will make reasonable efforts to meet any agreed project deadlines. 1.4 Client will provide timely information, feedback, and approvals needed for Contractor to perform the Services. If Client delays feedback or approvals, project timelines may be extended by the same amount of delay. 1.5 Contractor may choose the method, details, and means of performing the Services, subject to any specific requirements agreed in the Service Schedule or Statement of Work.

This clause explains what work the contractor will do, confirms the contractor is not an employee, and sets expectations that the contractor works professionally while the client provides timely feedback and information. It also lets you attach a more detailed scope if needed.

2. FEES & PAYMENT:

2.1 Client will pay Contractor a fixed project fee of $2,500 per project (the "Project Fee"). 2.2 Client will pay fifty percent (50%) of the Project Fee ($1,250) as a non-refundable deposit before work begins. The remaining fifty percent (50%) ($1,250) will be due upon completion of the Services and delivery of the agreed final deliverables, unless the Parties agree in writing to different milestone payments. 2.3 Contractor will issue invoices for the deposit and final balance. Client must pay each invoice within fourteen (14) days of the invoice date, unless the Parties agree in writing to a different payment period. 2.4 If any invoice is not paid when due, Contractor may pause work until payment is received. Amounts not paid when due may accrue a late charge of one and one-half percent (1.5%) per month, or the maximum amount allowed in the Client’s state, whichever is lower. 2.5 Except as stated in this Agreement, all fees are non-refundable once the related work is performed.

This clause sets the total project price, the 50% upfront deposit, when the balance is due, and what happens if the client pays late. It also explains that most payments are non-refundable once the work is done.

3. SCHEDULE & CANCELLATIONS:

3.1 The Parties will agree on a project start date and target completion date in writing (email is acceptable). Contractor will use reasonable efforts to meet agreed dates, assuming Client provides timely feedback and approvals. 3.2 Client must give at least forty-eight (48) hours’ written notice (email is acceptable) to cancel or reschedule any major project meeting, review session, or agreed milestone delivery. 3.3 If Client cancels the project in full: (a) Before Contractor has started work, Contractor will keep the deposit to cover scheduling and preparation time. (b) After Contractor has started work, Client will pay for all work completed up to the cancellation date, including the deposit, based on the percentage of the project completed, as reasonably determined by Contractor. 3.4 If Client cancels a scheduled meeting, review session, or milestone with less than forty-eight (48) hours’ notice, Contractor may charge a fixed rebooking fee of $50 in addition to any fees for work already performed. 3.5 Contractor may reschedule meetings or milestones by giving Client reasonable advance notice and proposing a new time. Contractor will make reasonable efforts to avoid delays and to limit any impact on the overall project timeline.

This clause explains how the project schedule works, how much notice is needed to cancel or reschedule, what happens if the client cancels the project, and a $50 fee for late cancellations of meetings or milestones.

4. ACCESS, KEYS & SAFETY:

4.1 If the Services require access to Client’s physical location, systems, or accounts, Client will provide the access, credentials, and any needed instructions in a timely and secure manner. 4.2 Client will ensure that any work area is reasonably safe and suitable for Contractor to perform the Services. 4.3 Contractor will take reasonable care to protect Client’s property, equipment, and data that are used or accessed while performing the Services. 4.4 Client is responsible for backing up important data before granting Contractor access to systems or files. Contractor is not responsible for loss of data that could have been avoided by reasonable backup practices. 4.5 Contractor may refuse to perform work in any area or using any system that Contractor believes is unsafe or poses an unreasonable risk to health, safety, or data security.

This clause covers how the client must provide access, keep the work environment safe, and back up data, and how the contractor will handle the client’s property and systems with reasonable care.

Risk & exceptions

5. PETS & SPECIAL CONDITIONS:

5.1 This project is not specifically related to pet services. If any pets or special on-site conditions could affect the Services or safety, Client will inform Contractor in advance in writing. 5.2 The Parties will agree in writing on any additional rules, safety measures, or limitations related to pets or special conditions before work begins.

This clause notes that pets are not a focus of the project but asks the client to disclose any pets or unusual on-site conditions that could affect the work or safety, and to agree on any extra rules if needed.

6. EXCLUSIONS:

6.1 The Services include only the work and deliverables described in this Agreement and any attached Service Schedule or Statement of Work. Any additional work, major scope changes, or new features will be treated as a change order and may require a separate fee and timeline. 6.2 Unless specifically stated, the Services do not include ongoing maintenance, support, or updates after the project is completed and accepted by Client. 6.3 Contractor is not responsible for delays or failures caused by third-party services, tools, platforms, or vendors that Contractor does not control. 6.4 Contractor does not provide legal, tax, or financial advice as part of the Services.

This clause clarifies what is not included in the project, such as work beyond the agreed scope, ongoing support, issues caused by third-party tools, and any legal or tax advice.

8. LIABILITY & DAMAGE:

8.1 Contractor will perform the Services with reasonable care and skill. If Client believes the Services are defective or incomplete, Client must notify Contractor in writing within thirty (30) days of delivery so the Parties can discuss corrections. 8.2 Each Party is responsible for losses or damage caused by that Party’s own acts or omissions, subject to the limits in this clause. 8.3 Except for Client’s payment obligations, neither Party will be responsible to the other for any loss of profits, loss of business, or other indirect, special, or consequential damages. 8.4 Contractor’s total liability to Client for any and all claims arising out of or related to this Agreement, from any cause, will not exceed one thousand (1,000) USD in the aggregate. 8.5 Client is responsible for insuring Client’s own property and equipment. Contractor is not responsible for normal wear and tear to Client’s property caused by performing the Services.

This clause explains that each party is responsible for its own actions, excludes certain types of losses like lost profits, and sets a total cap of $1,000 on the contractor’s overall liability to the client.

Legal wrap-up

7. TERM & TERMINATION:

7.1 This Agreement starts on the Effective Date and continues until the Services are completed and all payments due are made, unless ended earlier under this clause. 7.2 Either Party may terminate this Agreement for any reason by giving the other Party at least seven (7) days’ written notice. 7.3 Either Party may terminate this Agreement immediately if the other Party materially breaches this Agreement and does not fix the breach within ten (10) days after receiving written notice that describes the breach. 7.4 If Client terminates the Agreement, Client will pay Contractor for all Services performed and approved expenses incurred up to the termination date, including the non-refundable deposit. If Contractor has completed a substantial portion of the project, the Parties will reasonably determine the percentage of work completed and payment due. 7.5 Sections of this Agreement that by their nature should continue after termination (including payment obligations, limitations of liability, intellectual property, and dispute resolution) will continue to apply after termination.

This clause sets when the agreement starts and ends, how either party can terminate it, what happens if there is a serious breach, and what payments are owed if the client ends the project early.

9. GOVERNING LAW & DISPUTE RESOLUTION:

9.1 This Agreement will be governed by and interpreted under the laws of the state of [Governing Law State], without regard to its conflict of laws rules. 9.2 The Parties will first try in good faith to resolve any dispute, claim, or disagreement related to this Agreement through informal discussions and, if they agree, through mediation. 9.3 If the Parties cannot resolve a dispute through informal discussions within thirty (30) days after one Party gives written notice of the dispute, either Party may pursue other remedies, including bringing a claim in the state or federal courts located in [County, State], and the Parties agree that these courts are a proper venue. 9.4 Each Party will be responsible for its own attorneys’ fees and costs, unless a court or arbitrator decides otherwise.

This clause chooses which state’s law will apply, asks the parties to try to resolve disputes informally first, and then allows court action in a specified location if needed.

10. GENERAL PROVISIONS:

10.1 Entire Agreement. This Agreement, together with any attached Service Schedule or Statement of Work, is the entire agreement between the Parties about the Services and replaces all earlier discussions or understandings, whether written or verbal. 10.2 Amendments. Any change to this Agreement must be in writing and signed or clearly agreed by both Parties (email confirmation is acceptable). 10.3 No Waiver. If either Party does not enforce a right under this Agreement, that does not mean the Party is giving up that right in the future. 10.4 Severability. If any part of this Agreement is found to be invalid or unenforceable, the rest of the Agreement will continue to apply, and the invalid part will be replaced with a valid term that is as close as possible to the original intent. 10.5 Assignment. Neither Party may assign or transfer this Agreement to another person or business without the other Party’s written consent, except in connection with a merger or sale of substantially all assets of that Party’s business. 10.6 Notices. Formal notices under this Agreement must be in writing and sent by email or other agreed method to the contact details provided by each Party. Notices are effective when sent, if sent during normal business hours, or on the next business day if sent after hours.

This clause states that this document is the full agreement, explains how changes must be made, and covers standard points like waiver, invalid terms, assignment, and how formal notices are given.

11. SIGNATURES:

IN WITNESS WHEREOF, the Parties have caused this Agreement to be signed by their duly authorized representatives as of the Effective Date. CLIENT: Name: _________________________________ Title (if applicable): __________________ Company (if applicable): _______________ Signature: ____________________________ Date: ________________________________ CONTRACTOR: Name: _________________________________ Title (if applicable): __________________ Company (if applicable): _______________ Signature: ____________________________ Date: ________________________________

This clause provides spaces for both the client and contractor to sign and date the agreement, making it clear who is agreeing to the terms.

FAQ

What is a Independent contractor agreement?

A Independent contractor agreement is a service agreement tailored to Independent contractor agreement work. It defines scope, fees, schedule, responsibilities, and risk allocation, and the exact clauses vary by service category.

Who is this contract for?

For service providers and clients, including independent contractors, freelancers, agencies, managed service firms, homeowners, property managers, and businesses.

How to get a Independent contractor agreement customizable?

Describe your service in plain language, the AI turns it into a structured brief and generates the draft. Then you can rewrite a clause with one click and download the final contract.

How to write a Independent contractor agreement?

Start with parties and scope, then add fees, schedule, access, and deliverables. Emphasize risk sections like cancellations, liability, damages, exclusions, termination, and dispute handling.

Can I download the contract as PDF or Word?

Yes. After the draft is generated, you can export it as PDF or Word when available.

Is this a contract builder or just a template?

It's an advanced AI contract generator built on professional contract knowledge, producing a ready-to-use agreement rather than a static template.

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