Arkansas marketing independent contractor agreement template

Arkansas Marketing Independent Contractor Agreement

This Arkansas Marketing Independent Contractor Agreement (the “Agreement”) is made and entered into as of this [Date] day of [Month], [Year], by and between:

[Client Company Full Legal Name], a [State of Incorporation] corporation with its principal place of business at [Client Company Address], hereinafter referred to as "Client," and

[Contractor Full Legal Name], residing at [Contractor Address], with FEIN/SSN: [Contractor FEIN/SSN], hereinafter referred to as "Contractor."

Services

Option A: Contractor agrees to provide the following marketing services to Client: [Detailed Description of Marketing Services, e.g., social media management, SEO, content creation].

Option B: The specific marketing services to be provided under this Agreement shall be detailed in individual project statements of work ("SOWs") attached hereto as Exhibit A, and incorporated herein by reference. Each SOW will define the scope of work, deliverables, timelines, and compensation for the specific project.

Contractor shall perform the services with the degree of skill and diligence normally exercised by experienced marketing professionals in Arkansas.

Performance standards for services include: [Specific Performance Standards, e.g., increase website traffic by X% within Y months, generate Z qualified leads per month].

Expected communication frequency: [Frequency, e.g., weekly status calls, bi-weekly reports].

Contractor will provide reports on the following timelines: [Reporting timelines, e.g., weekly, monthly].

Work Location and Resources

Option A: Contractor shall perform the services primarily remotely from [Contractor's Location].

Option B: Contractor may be required to attend on-site meetings at Client's offices located in Arkansas at [Client Arkansas Office Address] as reasonably requested by Client.

Option C: Travel within Arkansas may be required to [Specific Locations] for [Purpose, e.g., events, client meetings].

Client will provide Contractor with access to the following platforms and resources: [List of Platforms, e.g., CRM, social media accounts, marketing automation software].

Contractor is responsible for providing its own equipment, including computer, software, and internet access, unless otherwise agreed upon in writing.

Contractor must adhere to client's data security measures as provided by the client.

Compensation

Option A: Client shall pay Contractor an hourly rate of [Hourly Rate] USD per hour for services rendered.

Option B: Client shall pay Contractor a fixed project fee of [Project Fee] USD for the completion of the services described in the SOW attached as Exhibit A.

Option C: Client shall pay Contractor a monthly retainer of [Retainer Fee] USD for ongoing services as defined in Exhibit B.

Option D: Contractor shall receive a commission of [Commission Percentage]% on [Specify what commission is based on, e.g., sales generated, leads converted].

Invoices shall be submitted to Client on a [Frequency, e.g., monthly, bi-weekly] basis and shall be paid within [Number] days of receipt.

All payments will be made in USD.

Arkansas sales/use tax or service tax: [Applicable/Not Applicable. If Applicable, explain].

Contractor is solely responsible for paying all applicable federal, state, and local taxes, including Arkansas income tax. Client will not withhold any taxes.

Independent Contractor Status

It is expressly understood and agreed that Contractor is an independent contractor and not an employee, partner, or agent of Client.

Contractor shall have sole control over the manner and means of performing the services.

Contractor is responsible for obtaining its own insurance, including but not limited to, business liability insurance. If the contractor uses subcontractors, the contractor must provide workers' compensation insurance as required by Arkansas law.

Contractor is solely responsible for all federal, Arkansas state, and local taxes arising from the performance of this Agreement.

Intellectual Property

Option A: All intellectual property created by Contractor in connection with the services shall be owned by Client as "work for hire" under Arkansas law.

Option B: Contractor retains ownership of pre-existing intellectual property. Contractor grants to Client a non-exclusive, perpetual, irrevocable license to use the intellectual property created in connection with the services, as specified in Exhibit C.

Option C: (If neither of the above). Unless otherwise agreed upon in writing, all intellectual property rights in materials created for the client, whether existing prior to or arising after the effective date of this agreement, remain the property of [Client/Contractor Name].

Client shall have the right to use the deliverables created by Contractor in connection with the services for any purpose.

Contractor may display the work performed for client in its portfolio, subject to written approval by client.

Confidentiality

Contractor agrees to hold all confidential information of Client in strict confidence and not to disclose such information to any third party.

Confidential information includes, but is not limited to, client lists, marketing strategies, financial information, and trade secrets.

This confidentiality obligation shall survive the termination of this Agreement.

Contractor must comply with Arkansas Uniform Trade Secrets Act.

Data privacy and security must be handled according to national marketing standards and any sector-specific Arkansas rules.

Non-Competition/Non-Solicitation

Option A: During the term of this Agreement and for a period of [Number] months following termination, Contractor shall not, directly or indirectly, engage in any business that competes with Client in [Geographic Area, e.g., Pulaski County, Arkansas].

Option B: During the term of this Agreement and for a period of [Number] months following termination, Contractor shall not solicit or attempt to solicit any employees or customers of Client.

These provisions are intended to be enforceable under Arkansas law, taking into account reasonableness of scope, duration, and geographic location.

Liability and Indemnification

Contractor shall indemnify and hold harmless Client from and against any and all claims, losses, damages, liabilities, costs, and expenses arising out of or relating to Contractor's performance of the services, including but not limited to, breach of contract, negligence, or violation of law.

Client shall not be liable for any consequential, incidental, or special damages arising out of or relating to this Agreement.

Insurance/indemnification responsibilities clearly allocated according to Arkansas law and marketing industry needs.

Modification, Assignment and Subcontracting

This Agreement may be modified only by a written instrument signed by both parties.

Contractor shall not assign this Agreement or delegate its obligations hereunder without the prior written consent of Client.

Use of Subcontractors: Contractor shall not use subcontractors to perform any services under this Agreement without prior written approval from the client. All Subcontractors must abide by the same terms and conditions as this agreement.

Termination

This Agreement shall commence on the Effective Date and shall continue for a term of [Number] months or until the completion of the project described in Exhibit A.

Either party may terminate this Agreement for cause upon [Number] days' written notice. Cause includes breach of contract, non-performance, or violation of law.

Client may terminate this Agreement for convenience upon [Number] days' written notice.

In the event of termination, Contractor shall be entitled to payment for services performed up to the date of termination.

Upon termination, Contractor shall immediately return all confidential information and materials belonging to Client.

Dispute Resolution

Any dispute arising out of or relating to this Agreement shall be resolved through good faith negotiation between the parties.

If the dispute cannot be resolved through negotiation, the parties agree to submit the dispute to mediation in [City, Arkansas].

If mediation is unsuccessful, the parties agree to submit the dispute to binding arbitration in accordance with the rules of the American Arbitration Association in [City, Arkansas].

This Agreement shall be governed by and construed in accordance with the laws of the State of Arkansas, without regard to its conflict of laws principles. Venue shall be in [County Name] County, Arkansas.

The prevailing party in any legal action shall be entitled to recover its reasonable attorney's fees and costs.

Representations and Warranties

Each party represents and warrants that it has the full power and authority to enter into this Agreement.

Contractor warrants that it has the legal right to perform the marketing services in Arkansas.

Contractor warrants that all work performed will comply with all applicable federal, Arkansas, and local advertising, anti-spam, and consumer protection laws.

Arkansas Compliance

Contractor represents and warrants they are in compliance with all applicable Arkansas business registration and licensing requirements to provide the marketing services hereunder.

Contractor is responsible for compliance with federal and Arkansas anti-spam, deceptive advertising, and truth-in-advertising laws.

This Agreement is intended to comply with Arkansas minimum standards for written contracts (A.C.A. § 4-59-101 and subsequent), and any unconscionable terms are void.

Force Majeure

Neither party shall be liable for any delay or failure to perform its obligations under this Agreement to the extent that such delay or failure is caused by a force majeure event, including but not limited to acts of God, war, terrorism, riot, fire, flood, or other disaster.

General Provisions

Notices: All notices under this Agreement shall be in writing and delivered by [Method of Delivery, e.g., certified mail, email] to the addresses set forth above.

Electronic Signatures: This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Electronic signatures shall be binding.

Entire Agreement: This Agreement constitutes the entire agreement between the parties and supersedes all prior or contemporaneous communications and proposals, whether oral or written.

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.

Survival: Sections [List Sections, e.g., 5, 6, 7, 10] shall survive the termination of this Agreement.

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

[Client Company Full Legal Name]

By: [Client Name]

Title: [Client Title]

[Contractor Full Legal Name]

By: [Contractor Name]