Alaska independent contractor agreement template

Alaska Independent Contractor Agreement

This Independent Contractor Agreement (the "Agreement") is made and entered into as of [Date], by and between:

• [Client Company Name], a [State] [Entity Type] with its principal place of business at [Client Company Address], hereinafter referred to as "Client,"
  • Contact Phone: [Client Company Phone Number]
  • Contact Email: [Client Company Email]
  • Optional: Tax ID: [Client Company Tax ID]
  • Optional: Business License Number: [Client Company Business License]
• and
• [Contractor Individual/Entity Name], residing/with its principal place of business at [Contractor Address], hereinafter referred to as "Contractor."
  • Contact Phone: [Contractor Phone Number]
  • Contact Email: [Contractor Email]
  • Optional: Tax ID: [Contractor Tax ID]
  • Optional: Business License Number: [Contractor Business License]
  • Optional: Proof of Authority to Contract: [Description of Proof]

Description of Services

• Option A: The Contractor shall provide the following services to the Client: [Detailed Description of Services].
• Option B: The Contractor shall perform services as described in Exhibit A attached hereto.

Project Scope and Deliverables

• Option A: Project Scope: [Description of Project Scope]. Deliverables: [Description of Deliverables]. Milestones: [Description of Milestones]. Deadlines: [Description of Deadlines]. Performance Standards: [Description of Performance Standards].
• Option B: Project Scope, Deliverables, Milestones, Deadlines, and Performance Standards are detailed in Exhibit B attached hereto.

Place of Performance

• Option A: The services shall be performed at the Client's premises located at [Client Address].
• Option B: The services shall be performed remotely.
• Option C: The services shall be performed in a hybrid manner, with [Number] days per week at the Client's premises and the remaining days remotely.

Independent Contractor Status

The Contractor is an independent contractor and not an employee, agent, partner, or joint venturer of the Client. The Client shall not have the right to control or direct the manner or means by which the Contractor performs the services. The Contractor retains sole discretion to determine the method, details, and means of performing the services.

Tax Obligations

The Contractor is solely responsible for all federal, state, and local tax obligations arising from payments received under this Agreement, including but not limited to self-employment taxes, estimated taxes, and tax filings. The Contractor acknowledges compliance with IRS guidelines for independent contractor status and, for guidance, may refer to Alaska Department of Labor guidelines for independent contractor classification. The contractor is not covered by Alaska unemployment insurance or workers’ compensation provided by the client and the contractor must separately comply with applicable insurance obligations.

Term and Termination

• Option A: Fixed Term: This Agreement shall commence on [Start Date] and shall continue until [End Date].
• Option B: Project-Specific: This Agreement shall commence on [Start Date] and shall continue until the completion of the project described in Section 2.
• Option C: Indefinite Term: This Agreement shall commence on [Start Date] and continue until terminated as provided herein.

• Option A: Renewal/Extension: This Agreement may be renewed/extended for an additional term of [Number] [Months/Years] upon written agreement of both parties at least [Number] days prior to the expiration of the initial term.
• Option B: Termination: Either party may terminate this Agreement with [Number] days written notice to the other party.

• Option A: Termination for Cause: The Client may terminate this Agreement immediately for cause, including but not limited to: [List of Causes].
• Option B: Termination for Convenience: The Client may terminate this Agreement for convenience with [Number] days written notice.

Upon termination, the Contractor shall deliver to the Client all work product and materials related to the services performed under this Agreement. All accounts between the parties will be settled within [Number] days of termination.

Compensation

• Option A: Hourly Rate: The Contractor shall be paid at an hourly rate of [Dollar Amount] per hour for services performed.
• Option B: Flat Fee: The Contractor shall be paid a flat fee of [Dollar Amount] for the completion of the services described in Section 2.
• Option C: Milestone/Stage Payments: The Contractor shall be paid according to the following milestone/stage payment schedule: [Description of Payment Schedule].
• Option D: Retainer: The Contractor shall be paid a retainer of [Dollar Amount] per [Month/Quarter/Year].

Payment Terms: Payments are due within [Number] days of receipt of invoice. Late payments shall be subject to a penalty of [Percentage]% per month. Invoices shall be submitted to [Invoice Submission Method] and include [Required Documentation].

Reimbursement of Expenses

• Option A: The Contractor shall be reimbursed for reasonable and necessary expenses incurred in connection with the performance of the services under this Agreement, subject to prior written approval from the Client.
• Option B: The Contractor shall be reimbursed for the following pre-approved expenses: [List of Approved Expenses].
• Option C: The Contractor shall not be reimbursed for any expenses.

Advances, Deposits, and Withholding

• Option A: The Client shall pay the Contractor an advance of [Dollar Amount] upon execution of this Agreement.
• Option B: The Client shall pay the Contractor a deposit of [Dollar Amount] prior to commencement of services.
• Option C: The Client shall withhold [Percentage]% of the final payment until acceptance of deliverables.

No Employee Benefits

The Contractor acknowledges and agrees that they are not entitled to any employee benefits from the Client, including but not limited to health insurance, retirement plans, sick leave, or paid time off.

Equipment, Tools, and Materials

The Contractor shall provide all equipment, tools, and materials necessary to perform the services under this Agreement, unless otherwise agreed in writing.

Insurance

• Option A: The Contractor shall maintain commercial general liability insurance with minimum coverage of [Dollar Amount] per occurrence and [Dollar Amount] in the aggregate.
• Option B: The Contractor shall maintain errors and omissions insurance with minimum coverage of [Dollar Amount].
• Option C: The Contractor shall maintain professional liability insurance with minimum coverage of [Dollar Amount].
• Option D: No Insurance Required.

Proof of insurance shall be provided to the Client upon request.

Work Hours and Scheduling

• Option A: The Contractor shall determine their own work hours and schedule.
• Option B: The Contractor shall adhere to the following work hours and schedule: [Description of Work Hours and Schedule].
• Option C: The contractor shall provide weekly reports on their work and hours.

Standards of Service and Professionalism

The Contractor shall perform the services in a professional and workmanlike manner, consistent with industry standards.

Compliance with Laws and Regulations

The Contractor shall comply with all applicable federal, state, and local laws, regulations, and codes in performing the services under this Agreement, including where applicable, Alaska tribal regulations.

Intellectual Property

• Option A: Work Made for Hire: All work product created by the Contractor under this Agreement shall be considered "work made for hire" and shall be owned exclusively by the Client.
• Option B: License Grant: The Contractor grants the Client a non-exclusive, perpetual, irrevocable license to use the work product created under this Agreement.

The Contractor retains the right to use generic skills and know-how acquired during the performance of this Agreement.

Confidentiality

The Contractor shall maintain the confidentiality of all Client information and shall not disclose such information to any third party without the Client's prior written consent.

• Scope: This confidentiality obligation shall apply to [Description of Confidential Information].
• Duration: This confidentiality obligation shall continue for [Number] years after the termination of this Agreement.
• Exclusions: This confidentiality obligation shall not apply to information that is: [List of Exclusions].
• Remedies for Breach: The Client shall be entitled to injunctive relief and damages for any breach of this confidentiality obligation.

Data Security and Privacy

The Contractor shall implement and maintain reasonable data security measures to protect Client information from unauthorized access, use, or disclosure. The Contractor shall comply with all applicable federal and Alaska-specific data privacy regulations.

Non-Solicitation and Non-Competition

• Option A: Non-Solicitation: During the term of this Agreement and for a period of [Number] [Months/Years] after termination, the Contractor shall not solicit the Client's employees or customers.
• Option B: Non-Competition: During the term of this Agreement and for a period of [Number] [Months/Years] after termination, the Contractor shall not engage in any business that competes with the Client within a [Geographic Area] radius. Note: Alaska law requires careful consideration of the reasonableness of non-compete clauses.

Return of Materials

Upon termination of this Agreement, the Contractor shall promptly return or destroy all Client materials and confidential information in their possession or control.

Conflict of Interest

The Contractor represents and warrants that they are not currently engaged in any activity that conflicts with the interests of the Client. The Contractor shall disclose any potential conflicts of interest that may arise during the term of this Agreement.

Indemnification

The Contractor shall indemnify and hold harmless the Client from and against any and all liabilities, losses, claims, damages, and expenses arising out of or relating to the Contractor's performance of the services under this Agreement, except to the extent caused by the Client's own negligence or willful misconduct.

Limitation of Liability

The Client's liability to the Contractor under this Agreement shall be limited to the total amount of fees paid to the Contractor under this Agreement. In no event shall the Client be liable for any consequential, indirect, incidental, special, or punitive damages.

Warranty and Disclaimers

The Contractor warrants that the services will be performed in a professional and workmanlike manner. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, THE CONTRACTOR MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

Force Majeure

Neither party shall be liable for any failure to perform its obligations under this Agreement due to causes beyond its reasonable control, including but not limited to acts of God, war, terrorism, riots, fire, floods, or strikes.

Governing Law and Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of the State of Alaska. Any dispute arising out of or relating to this Agreement shall be resolved in the state or federal courts located in [City, Alaska].

• Option A: Mediation: Any dispute arising out of or relating to this Agreement shall be submitted to mediation in [City, Alaska] before resorting to litigation.
• Option B: Arbitration: Any dispute arising out of or relating to this Agreement shall be resolved by binding arbitration in accordance with the rules of the American Arbitration Association.

Amendment and Waiver

This Agreement may be amended or waived only by a written instrument signed by both parties.

Severability

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

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 reputable overnight courier service to the addresses set forth above.

Assignment

Neither party may assign or delegate its rights or obligations under this Agreement without the prior written consent of the other party.

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.

Signature

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

[Client Company Name]

By: [Client Representative Name]

Title: [Client Representative Title]

Signature: ____________________________

[Contractor Individual/Entity Name]

By: [Contractor Representative Name]

Title: [Contractor Representative Title]

Signature: ____________________________

Optional Notarization: State of Alaska, [District], Notary Public: [Name].

Warranty of Authority to Sign and Execute

If contracting with an entity, the signatory warrants that they have the authority to sign and execute this Agreement on behalf of their respective entity.

Alaska State-Specific Requirements

The Contractor acknowledges that they are not covered by Alaska unemployment insurance or workers’ compensation provided by the Client and explicitly acknowledges that the Contractor must separately comply with applicable insurance obligations.

The Contractor is responsible for obtaining all necessary business licenses, paying occupational taxes, and registering as an independent business in Alaska.

Industry-Specific Requirements

The Contractor acknowledges and will comply with any unique Alaska contractor registration or bonding requirements for the specific industry in which the services are performed (e.g., construction, fishing, oil and gas).

Special Clauses for Rural/Remote Locations

• Option A: Access: The Contractor acknowledges the need for specialized access considerations to provide service in rural/remote location [Location], including securing permits as needed and planning for inclement weather or hazardous conditions.
• Option B: Safety: The Contractor agrees to adhere to all site specific safety requirements while working in the remote location.
• Option C: Tribal Regulations: The Contractor understands that the services to be performed may need to adhere to the requirements of Alaska Native tribal regulations in the location where services are rendered.