Kansas design independent contractor agreement template

Kansas Design Independent Contractor Agreement

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

• [Client Legal Name], a [Client Business Entity Type, e.g., Kansas LLC], with a principal place of business at [Client Physical Address] and mailing address at [Client Mailing Address], Kansas business registration number (if applicable) [Client Business Registration Number], email address [Client Email], and primary contact person [Client Primary Contact Name] (“Client”),
• and
• [Contractor Legal Name], a [Contractor Business Entity Type, e.g., Sole Proprietorship], with a principal place of business at [Contractor Physical Address] and mailing address at [Contractor Mailing Address], Kansas business registration number (if applicable) [Contractor Business Registration Number], email address [Contractor Email], and primary contact person [Contractor Primary Contact Name] (“Contractor”).

1. Scope of Services

Contractor agrees to provide Client the following design services (the “Services”):

• [Design Discipline, e.g., Graphic Design] services, specifically for the project known as [Project Name]. The Services shall be performed according to the creative brief attached hereto as Exhibit A, which outlines the client requirements and project objectives.
• The Contractor shall deliver the following itemized deliverables:
  • [Deliverable 1, e.g., Initial sketches]
  • [Deliverable 2, e.g., Mockups]
  • [Deliverable 3, e.g., Final design files]
  • [Deliverable 4, e.g., Style Guide]
    • Option A: The number of allowed revisions is limited to [Number of Revisions] per deliverable.
    • Option B: Additional revisions beyond the initial allowance will be billed at [Hourly Rate for Revisions] per hour.
  • Required file formats: [List File Formats, e.g., .PSD, .AI, .PDF, .JPG].
  • Delivery methods: [List Delivery Methods, e.g., Email, Cloud Storage, FTP].
  • Project milestones and deadlines: [List Milestones and Deadlines, e.g., Milestone 1: Date, Milestone 2: Date].

2. Work Process and Approvals

• The work process shall consist of the following stages: [Describe Stages, e.g., Initial Consultation, Design Concepts, Revisions, Final Delivery].
• Client feedback and revision requests shall be submitted in writing via [Method of Submission, e.g., Email].
• The approval cycle for each deliverable shall be [Number] business days.

3. Work Location

• Option A: The Services will be performed remotely.
• Option B: The Services will be performed on-site at [Client Location Address], Kansas. Client shall provide access to [List Resources Provided, e.g., Computer, Software, Workspace].

4. Compensation

• Option A: Fixed Fee: Client shall pay Contractor a fixed fee of [Dollar Amount] for the complete performance of the Services.
• Option B: Hourly Rate: Client shall pay Contractor at an hourly rate of [Dollar Amount] per hour. Contractor will submit detailed invoices showing hours worked.
• Option C: Retainer: Client shall pay Contractor a retainer of [Dollar Amount] per [Time Period, e.g., Month]. This retainer covers [Specific Services Covered by Retainer]. Additional services will be billed at [Hourly Rate for Additional Services] per hour.

• Payment Schedule: [Describe Payment Schedule, e.g., 50% upon signing, 50% upon completion].
• Invoice procedures: Contractor shall submit invoices to Client via [Method of Invoice Submission, e.g., Email] on a [Frequency, e.g., Monthly] basis.
• Documentation required for payment: [List Required Documentation, e.g., Invoice, Time Log].
• Consequences of late or non-payment: Late payments may be subject to a late fee of [Percentage]% per month, as allowed under Kansas law.

5. Tax Obligations

Contractor acknowledges and agrees that they are solely responsible for complying with all applicable Kansas tax laws, including, but not limited to, self-employment tax, Kansas sales/use tax (if applicable), and any required city/county business licensing. Contractor will not be treated as an employee of Client for tax purposes, and Client will not withhold state or federal payroll or employment taxes.

6. Ownership and Intellectual Property

• Option A: Ownership Transfer: Upon full payment of all fees due under this Agreement, all copyright and other intellectual property rights in the deliverables shall transfer to Client.
• Option B: Contractor Retains Ownership: Contractor retains all copyright and other intellectual property rights in the deliverables. Client receives a license to use the deliverables for [Specific Use, e.g., internal marketing purposes].

• Rights reserved to Contractor: Contractor retains the right to display the deliverables in their portfolio and to receive attribution. Contractor waives all moral rights to the design.
• Third-party content or licensing: Contractor will obtain all necessary licenses for any third-party content used in the deliverables.
• Indemnity for infringement: Contractor shall indemnify and hold Client harmless from any claims of copyright infringement arising from the deliverables, except for designs that the client requested and knew or should have known infringed on copyright.

7. Confidentiality and Non-Disclosure

Contractor shall maintain the confidentiality of all Client information, project data, business plans, and proprietary materials entrusted to Contractor. This obligation of confidentiality shall continue [Time Period, e.g., indefinitely] after the termination of this Agreement, except for disclosures required by Kansas law.

8. Independent Contractor Status

Contractor is an independent contractor and not an employee of Client. This Agreement does not create an employer-employee relationship under Kansas law. Contractor is not entitled to workers’ compensation, unemployment benefits, or employee benefits. Contractor is solely responsible for their own expenses and cannot bind Client contractually.

9. Insurance

Contractor shall maintain their own general liability insurance coverage of at least [Dollar Amount] per occurrence, naming [Client Legal Name] as an additional insured.

10. Breach or Default

In the event of a breach or default by either party, including, but not limited to, missed deadlines, failure to execute the Services to the described standards, or violation of confidentiality, the non-breaching party shall have the right to pursue all available remedies, including damages, as provided by Kansas law.

11. Termination

• This Agreement shall terminate on [Date].
• Either party may terminate this Agreement upon [Number] days written notice to the other party.
• Obligations on termination: Contractor shall return or destroy all confidential materials, Client shall make final payment to Contractor for work completed up to the termination date, and IP shall transfer to Client if payment is fulfilled.

12. Choice of Law and Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of the State of Kansas. Exclusive venue for any disputes arising out of or relating to this Agreement shall be in the state courts located in [County Name] County, Kansas.

13. Dispute Resolution

Any dispute arising out of or relating to this Agreement shall be resolved through good faith negotiation. If negotiation fails, the parties agree to attempt mediation in Kansas before resorting to litigation.

• Option A: Mediation.
• Option B: Binding Arbitration in accordance with the Kansas Uniform Arbitration Act.

14. Representations and Warranties

Contractor represents and warrants that: (a) the Services will be performed in a professional and workmanlike manner; (b) the deliverables will be original and will not infringe the rights of any third party; and (c) Contractor has the capacity and authority to enter into this Agreement. Client warrants that they have the authority to enter this agreement and the funds to make payment.

15. Non-Solicitation and Non-Circumvention

During the term of this Agreement and for a period of [Number] months following termination, Contractor shall not solicit or attempt to solicit any of Client’s employees, clients, or vendors.

16. Deliverable Storage and Return

Contractor shall store the deliverables for a period of [Number] months following completion of the Services. Upon request, Client may request access to or archival of the deliverables.

17. Assignment and Subcontracting

Contractor may not assign this Agreement or subcontract any of the Services without the prior written consent of Client. Any permitted subcontractor shall be bound by all terms and conditions of this Agreement.

18. Force Majeure

Neither party shall be liable for any failure to perform its obligations under this Agreement due to any cause beyond its reasonable control, including, but not limited to, acts of God, war, or government regulation.

19. Compliance

Contractor shall comply with all applicable Kansas and local laws and regulations.

20. Entire Agreement

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

21. Amendment

This Agreement may be amended only by a written instrument signed by both parties. Digital signatures are valid under Kansas law.

22. Severability

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

23. 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 Signature]

Name: [Client Printed Name]

Title: [Client Title]

[Contractor Legal Name]

By: [Contractor Signature]

Name: [Contractor Printed Name]

Title: [Contractor Title]