Alabama consulting independent contractor agreement template

Alabama Consulting Independent Contractor Agreement

This Alabama Consulting Independent Contractor Agreement (the “Agreement”) is made and entered into as of this [Date], by and between:

• [Client Full Legal Name], residing at [Client Address], and if applicable, doing business as [Client Business Name], with contact information: [Client Phone Number] and [Client Email Address] (hereinafter referred to as "Client"), and
• [Consultant Full Legal Name], residing at [Consultant Address], and if applicable, doing business as [Consultant Business Name], with contact information: [Consultant Phone Number] and [Consultant Email Address], and Federal EIN/Alabama Tax ID [Consultant EIN/Tax ID] (hereinafter referred to as "Consultant").

1. Consulting Services

The Consultant agrees to provide the following consulting services to the Client (the "Services"):

• Option A: Detailed Description: [Detailed Description of Services]. This includes, but is not limited to, [Specific Task 1], [Specific Task 2], and [Specific Task 3]. The project scope includes [Project Scope Definition], with the primary objectives being [Project Objectives]. The project will consist of the following phases: [Phase 1], [Phase 2], and [Phase 3]. Expected outcomes are [Expected Outcomes]. Communication will primarily occur via [Communication Method], with deliverable definitions as follows: [Deliverable Definitions]. All milestones and reports must be submitted on time according to the deadlines stipulated in the project phases.
• Option B: Summary Description: Provide [Consulting Type, e.g., IT, HR, Management] consulting services as further described in [Exhibit A]. The consultant must adhere to on-site visit requirements as per the details outlined in Exhibit A, client support expectations, and the remote work policy.

2. Work Location

The Services will be performed:

• Option A: Remotely: Remotely from a location of the Consultant's choosing, provided that the Consultant maintains a professional and secure workspace.
• Option B: Client Premises: On the Client's premises located at [Client Location Address].
• Option C: Hybrid: A combination of remote work and work at the Client's premises located at [Client Location Address]. The specific schedule will be determined by [Determining Party, e.g., mutually agreed schedule, Client's direction].

The Consultant will use [Client-Provided or Consultant-Owned] tools, resources, and equipment to perform the Services. The Consultant shall comply with all requirements relating to proprietary software compliance.

3. Fees and Payment

The Client shall pay the Consultant for the Services as follows:

• Option A: Hourly Rate: At an hourly rate of [Dollar Amount] per hour.
• Option B: Project-Based: A fixed fee of [Dollar Amount] for the entire project.
• Option C: Milestone-Based: According to the following milestone schedule:
  • Milestone 1: [Milestone Description]: [Dollar Amount] upon completion.
  • Milestone 2: [Milestone Description]: [Dollar Amount] upon completion.
• Option D: Retainer-Based: A monthly retainer of [Dollar Amount].

Invoices shall be submitted by the Consultant to the Client on [Invoice Frequency, e.g., weekly, bi-weekly, monthly]. Payment shall be made within [Number] days of receipt of a valid invoice. Accepted payment methods include: [List Payment Methods]. Consultant will provide necessary IRS-compliant documentation.

The Consultant is solely responsible for all self-employment, federal, state, and local taxes, including any applicable business privilege tax, municipal occupational licenses, or sales tax as required under Alabama law. No withholding will be done by the Client.

Late payments shall accrue interest at a rate of [Percentage]% per month, or the maximum rate permitted by Alabama law, whichever is lower.

4. Expense Reimbursement

The Client shall reimburse the Consultant for pre-approved reasonable and necessary expenses incurred in connection with the Services, up to a maximum of [Dollar Amount] per [Time Period, e.g., month, project]. All expenses must be documented with receipts. The pre-approved expenses are as follows: [List of Pre-Approved Expenses].

5. Ownership and Intellectual Property

All intellectual property created by the Consultant as a result of these services shall be owned by:

• Option A: Client: The Client. Consultant agrees that all such work shall be considered "work for hire" under Alabama law, to the extent applicable.
• Option B: Consultant: The Consultant. The Consultant grants the Client a [Type of License, e.g., non-exclusive, perpetual] license to use such intellectual property for [Specific Purpose].
• Option C: Jointly: Jointly by the Client and the Consultant.

6. Confidentiality

The Consultant agrees to hold all confidential information of the Client in strict confidence and not to disclose such information to any third party. Confidential information includes, but is not limited to, [Examples of Confidential Information]. This obligation shall survive the termination of this Agreement. The consultant must follow Alabama trade secrets act and sector-specific confidentiality statutes.

7. Independent Contractor Status

The Consultant is an independent contractor and is not an employee, partner, or agent of the Client. The Consultant is solely responsible for all personal taxes, health insurance, workers' compensation, unemployment insurance, and other statutory benefits. The Client will not provide any benefits to the Consultant. The Consultant understands they are not covered by Alabama's unemployment compensation or worker's compensation laws through this agreement. Consultant shall comply with all necessary local business licenses or regulatory approvals in Alabama.

8. Indemnification and Limitation of Liability

The Consultant agrees to indemnify and hold harmless the Client from and against any and all claims, losses, damages, liabilities, costs, and expenses arising out of or in connection with the Consultant's performance of the Services, except to the extent caused by the Client's gross negligence or willful misconduct. The client will not be liable for damages from professional advice, project delays, errors, or omissions.

To the extent permitted by Alabama law, the Client's liability to the Consultant shall be limited to the amount of fees paid to the Consultant under this Agreement.

9. Insurance

The Consultant shall maintain professional liability/errors and omissions insurance with a minimum coverage of [Dollar Amount] per claim. The Consultant shall provide the Client with proof of insurance upon request.

10. Non-Solicitation and Non-Compete

• Option A: Non-Solicitation: During the term of this Agreement and for a period of [Number] months following the termination of this Agreement, the Consultant shall not solicit, directly or indirectly, any employee or customer of the Client. The non-solicitation is enforceable under Alabama law.
• Option B: Non-Compete: During the term of this Agreement and for a period of [Number] months following the termination of this Agreement, the Consultant shall not engage in any business that competes with the Client within a [Geographic Area]. The consultant will not engage in competing activities within [Geographic area]. This non-compete is enforceable under Alabama law.
• Option C: No Restrictions: No non-solicitation or non-compete restrictions apply.

11. Term and Termination

This Agreement shall commence on [Start Date] and shall continue for a term of [Duration].

• Option A: Fixed Term: The agreement will automatically expire on [End Date].
• Option B: At-Will: Either party may terminate this Agreement at any time upon [Number] days written notice to the other party.

This Agreement may be terminated immediately by either party for cause, including but not limited to breach of this Agreement, violation of the law, or gross misconduct. Post-termination obligations include: submission of partially completed work, destruction of confidential materials, and payment of outstanding fees.

12. Dispute Resolution

Any dispute arising out of or relating to this Agreement shall be resolved as follows:

• Step 1: Negotiation: The parties shall first attempt to resolve the dispute through good faith negotiation.
• Step 2: Mediation: If negotiation fails, the parties shall submit the dispute to mediation in [City, Alabama], using a mediator agreed upon by both parties.
• Step 3: Litigation: If mediation fails, the parties may pursue litigation in the state or federal courts located in [County, Alabama].

This Agreement shall be governed by and construed in accordance with the laws of the State of Alabama.

13. Force Majeure

Neither party shall be liable for any delay or failure to perform its obligations under this Agreement due to any cause beyond its reasonable control, including, but not limited to, acts of God, severe weather (including Alabama hurricanes), regional infrastructure outages, war, terrorism, or governmental regulation.

14. Compliance with Laws

The Consultant shall comply with all applicable Alabama and local laws, ordinances, and industry-specific regulations, including proper business licensing and adherence to professional consulting standards. This includes notice of the need for proper business licensing and compliance with the Alabama Board of Licensure for professional consultants, if required.

15. Notices

All notices under this Agreement shall be in writing and shall be deemed to have been duly given when delivered personally, sent by certified mail, return receipt requested, or sent by email to the addresses set forth above.

16. Assignment and Subcontracting

The Consultant shall not assign this Agreement or subcontract any of the Services without the prior written consent of the Client. The Client requires consent for any subcontractor use.

17. Severability

If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall remain in full force and effect.

18. Entire Agreement

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous communications and proposals, whether oral or written.

19. Amendment

This Agreement may be amended only by a writing signed by both parties.

20. Waiver

No waiver of any provision of this Agreement shall be effective unless in writing and signed by the waiving party.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.

____________________________
[Client Full Legal Name]
[Client Title, if applicable]
[Client EIN, if applicable]

____________________________
[Consultant Full Legal Name]
[Consultant Title, if applicable]
[Consultant EIN/Alabama Tax ID]

***

Notary Public (Optional, if required in Alabama)

State of Alabama, County of [County Name]

On this [Date], before me, [Notary Public Name], personally appeared [Client Full Legal Name] and [Consultant Full Legal Name], known to me (or satisfactorily proven) to be the persons whose names are subscribed to the foregoing instrument, and acknowledged that they executed the same for the purposes therein contained.

Witness my hand and official seal.

____________________________
Notary Public Signature

My Commission Expires: [Date]

(Seal)