Alaska consulting independent contractor agreement template

Alaska Consulting Independent Contractor Agreement

This Alaska Consulting Independent Contractor Agreement is made and entered into as of this [Date], by and between:

• [Client Legal Name], a [Client Business Structure, e.g., Alaska Corporation], with its principal place of business at [Client Address], Alaska, and its mailing address at [Client Mailing Address], telephone number [Client Phone Number], and email address [Client Email Address]. If applicable, the client's Alaska business license identification is [Client Business License ID]. (hereinafter referred to as "Client"),
• and
• [Consultant Legal Name], a [Consultant Business Structure, e.g., Alaska Sole Proprietorship], residing at [Consultant Address], Alaska, and its mailing address at [Consultant Mailing Address], telephone number [Consultant Phone Number], and email address [Consultant Email Address]. If applicable, the consultant’s Alaska business license identification is [Consultant Business License ID]. (hereinafter referred to as "Consultant").

1. Description of Services

The Consultant agrees to perform the following consulting services for the Client:

• [Detailed Description of Consulting Services, including project scope, objectives, deliverables, performance standards, expected outcomes, interim milestones, reporting formats, and frequency. Tailor to Alaska-specific requirements such as indigenous consultation, local government processes, or any required professional licenses under Alaska law.]

2. Service Period

The term of this Agreement shall commence on [Start Date] and shall continue until [End Date], unless sooner terminated as provided herein.

• Option A: Project milestones and deadlines:
  • [List specific milestones and their corresponding deadlines.]
• Option B: Client Approval: Client approval/feedback on interim and final work products will be provided within [Number] business days of submission.

3. Place of Performance

The principal place where services will be performed is:

• Option A: Consultant's Alaska location: [Consultant's Alaska Address].
• Option B: On-site at Client's facility: [Client's Facility Address].
• Option C: Remote Work: Subject to prior approval, services may be performed remotely.
• Option D: Travel: The Consultant [will/will not] be required to travel within Alaska. If travel is required, reimbursement will be at Alaska per diem rates.

4. Service Fee

In consideration for the services to be performed by the Consultant, the Client shall pay the Consultant as follows:

• Option A: Hourly Rate: [Dollar Amount] per hour.
• Option B: Project Fee: [Dollar Amount] for the entire project.
• Option C: Retainer: [Dollar Amount] per [Month/Quarter/Year].

• Payment Schedule: [Specify Payment Schedule, e.g., bi-weekly, upon completion of milestones].
• Invoice Format: Invoices shall include [Required Invoice Information, e.g., date, invoice number, description of services, hours worked, total amount due].
• Payment Deadline: Payments are due within [Number] days of invoice receipt.
• Method of Payment: [Specify Method of Payment, e.g., electronic transfer, check].
• Late Payment Penalties: A late payment penalty of [Percentage]% per month will be assessed on overdue amounts.
• Tax Compliance: The Consultant is solely responsible for all state and federal taxes. The Client will not withhold taxes or pay employment-related benefits. The Consultant is responsible for obtaining an Alaska business license if gross receipts exceed $10,000 annually.

5. Intellectual Property

• Option A: Client Ownership: All work products created by the Consultant under this Agreement shall be the sole and exclusive property of the Client.
• Option B: Consultant Ownership: The Consultant retains ownership of all work products, but grants the Client a [Specify License Type, e.g., perpetual, non-exclusive] license to use the work products.
• Option C: Assignment of IP: Consultant agrees to assign all intellectual property rights to the Client.

6. Confidentiality

The Consultant agrees to hold all Confidential Information of the Client in strict confidence and shall not disclose such Confidential Information to any third party. This obligation is governed by Alaska's Uniform Trade Secrets Act.

7. Independent Contractor Relationship

The Consultant is an independent contractor, and nothing in this Agreement shall be construed as creating an employment, agency, or joint venture relationship between the Client and the Consultant. The Consultant is not entitled to unemployment insurance or workers' compensation from the Client and is solely responsible for obtaining business insurance, registering as a business, and paying all taxes and fees in accordance with Alaska statutes and regulations.

8. Non-Compete/Non-Solicitation

• Option A: Non-Compete: During the term of this Agreement and for a period of [Number] months following its termination, the Consultant shall not engage in any business that is directly competitive with the Client's business within [Geographic Area in Alaska].
• Option B: Non-Solicitation: During the term of this Agreement and for a period of [Number] months following its termination, the Consultant shall not solicit any employees or customers of the Client.
• Option C: No Non-Compete/Non-Solicitation: There are no non-compete or non-solicitation restrictions in this agreement.

9. Liability and Indemnity

The Consultant shall be liable for service errors, breach of contract, or intellectual property infringement.

• Required Insurance: The Consultant shall maintain professional liability or errors and omissions insurance with a minimum coverage of [Dollar Amount].
• Indemnification: The Consultant shall indemnify and hold harmless the Client from any and all claims, damages, and expenses arising out of the Consultant's performance of this Agreement.
• Limitation of Liability: The Client's liability under this Agreement is limited to the amount of fees paid to the consultant.

10. 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, natural disasters, extreme weather events common in Alaska, war, terrorism, or government regulations.

11. Termination

• Option A: Voluntary Termination: Either party may terminate this Agreement upon [Number] days written notice to the other party.
• Option B: Termination for Cause: The Client may terminate this Agreement immediately for cause, including but not limited to breach of contract, gross negligence, or misconduct.
• Option C: Early Termination Compensation: In the event of early termination by the Client without cause, the Consultant shall be entitled to [Specify Compensation, e.g., payment for work completed to date, severance payment].
• Responsibilities Upon Termination: Upon termination, the Consultant shall promptly return all Client property and complete all work-in-progress.

12. Dispute Resolution

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

• Step 1: Good-faith negotiation between the parties.
• Step 2: If negotiation fails, mediation in [City, Alaska].
• Step 3: If mediation fails, binding arbitration or litigation in the appropriate Alaska courts.
• Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of Alaska.
• Venue: Venue for any legal action shall be in [Specific Alaska Judicial District].

13. Compliance

The Consultant shall comply with all applicable federal and Alaska state statutes, local ordinances, industry regulations, and any special requirements for consulting to Alaska government, Alaska Native organizations, or regulated sectors.

14. Record Retention and Audit

The Consultant shall maintain accurate records of all work performed under this Agreement. The Client shall have the right to audit such records to ensure compliance. The Consultant shall cooperate with any lawful Alaska or federal audits or investigations.

15. Miscellaneous

• Effective Date: This Agreement shall be effective as of the date first written above.
• Amendment: This Agreement may be amended only by a written instrument signed by both parties.
• 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.
• Assignment: This Agreement may not be assigned by either party without the prior written consent of the other party.
• Subcontracting: The Consultant [may/may not] subcontract any of the work under this Agreement. If subcontracting is permitted, the Consultant is responsible for subcontractor compliance with all contract provisions.
• Severability: If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
• 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 Legal Name]

By: [Client Representative Printed Name]

Title: [Client Representative Title]

[Consultant Legal Name]

By: [Consultant Printed Name]

Title: [Consultant Title]

(Optional: Notary Acknowledgment according to Alaska Practice)