Louisiana creative independent contractor agreement template

Louisiana Creative Independent Contractor Agreement

This Louisiana Creative Independent Contractor Agreement (the “Agreement”) is made as of [Date] by and between:

• [Client Legal Name], located at [Client Address], with email address [Client Email], phone number [Client Phone], and, if applicable, business registration details [Client Business Registration Details] (the “Client”), and
• [Contractor Legal Name], located at [Contractor Address], with email address [Contractor Email], phone number [Contractor Phone], and, if applicable, business registration details [Contractor Business Registration Details] (the “Contractor”).

1. Independent Contractor Status

• Option A: The Contractor is an independent contractor and not an employee, partner, agent, or joint venturer of the Client. The Contractor is solely responsible for all federal and Louisiana state tax obligations, including self-employment taxes, parish sales/use taxes (if applicable), and any required local occupational licenses.
• Option B: The Contractor acknowledges that no benefits, including but not limited to health insurance, retirement plans, or paid time off, are provided by the Client.

2. Scope of Services

• Option A: The Contractor shall provide the following creative services to the Client: [Description of Creative Services]. This includes:
  • Objectives: [Project Objectives]
  • Deliverable Specifications: [Detailed Deliverable Specifications]
  • Key Milestones: [List of Key Milestones]
  • Creative Briefs: [Location of Creative Briefs, e.g., attached, provided separately]
  • Intermediate Review Stages: [Description of Review Stages]
  • Acceptance Criteria: [Criteria for Deliverable Acceptance]
  • Client-Provided Resources: [List of Client-Provided Resources]
  • Delivery Format and Technical Specifications: [File types, resolution, physical media details]
  • Deadlines: [Specific Delivery Deadlines for Each Deliverable]
• Option B: Any changes to the scope of services must be agreed upon in writing by both parties.

3. Work Location

• Option A: The Contractor will perform the services remotely.
• Option B: The Contractor will perform the services on-site at [Client Location].
• Option C: The Contractor will perform the services both remotely and on-site as required and communicated in advance by the Client.
• Acceptable Work Tools and Platforms: [List of acceptable work tools and platforms]

4. Compensation and Payment

• Option A: The Client shall pay the Contractor a flat fee of [Dollar Amount] for the services described in Section 2.
• Option B: The Client shall pay the Contractor an hourly rate of [Dollar Amount] per hour.
• Option C: The Client shall pay the Contractor [Dollar Amount] per deliverable.
• Payment Schedule: [Payment Schedule Details, e.g., upon completion, milestones, monthly]
• Invoicing: The Contractor shall submit invoices to the Client, including all required Louisiana tax disclosures, at [Invoice Frequency].
• Payment Method: Payment will be made via [Payment Method, e.g., check, ACH transfer].
• Late Payment Penalty: Late payments will incur a penalty of [Percentage]% per month, as allowed by Louisiana Civil Code.
• Expenses: Reimbursable expenses, if any, must be pre-approved in writing by the Client and will be reimbursed according to Louisiana standards.

5. Intellectual Property

• Option A: Full Assignment: All intellectual property rights in the creative work product shall be fully assigned to the Client.
• Option B: Exclusive License: The Client receives an exclusive license to use the intellectual property rights in the creative work product.
• Option C: Ownership: Ownership of the deliverables shall be assigned to [Client/Contractor] upon full payment.
• Moral Rights Waiver: To the extent permitted by law, the Contractor waives all moral rights in the creative work product.
• Portfolio Use: The Contractor may display the creative work product in their portfolio, subject to any confidentiality restrictions.

6. Confidentiality

The Contractor shall maintain the confidentiality of all Client materials, creative drafts, proprietary business data, and data security measures consistent with Louisiana privacy and trade secret laws. This obligation survives the termination of this Agreement.

7. Representations and Warranties

The Contractor represents and warrants that the creative work product is original, does not infringe any third-party rights, and complies with all applicable U.S. and Louisiana laws/regulations. This includes ensuring that the content is not obscene, defamatory, or otherwise restricted under Louisiana law.

8. Compliance and Insurance

The Contractor is responsible for all required registrations, insurance (including, if applicable, general liability and errors/omissions policies), and business permits in Louisiana. Option: The contractor shall provide proof of [Type of insurance] with coverage of [Amount].

9. Revisions and Approval

The Client shall have [Number] days to provide feedback on each deliverable. If requested changes exceed the original scope ("scope creep"), additional fees or timeline adjustments will be negotiated.

10. Subcontracting

• Option A: The Contractor may subcontract or delegate tasks with the Client's prior written consent.
• Option B: The Contractor may not subcontract or delegate any tasks without the Client’s prior written consent. Client shall retain the right of approval of all subcontractors.

11. Indemnification

Each party shall indemnify and hold harmless the other party from any third-party claims or legal disputes, particularly infringement claims and breach of confidentiality, subject to Louisiana indemnification limitations. Neither party shall be entitled to indemnification for their own intentional misconduct under Louisiana law.

12. Dispute Resolution

Any disputes shall be resolved through amicable settlement. If unsuccessful, the parties agree to mediation in accordance with Louisiana law. If mediation fails, the parties agree to submit to the jurisdiction of the courts in [Parish Name] Parish, Louisiana. This agreement is governed by the Louisiana Civil Code.

13. Force Majeure

Neither party shall be liable for any failure to perform its obligations under this Agreement due to unforeseeable events, including but not limited to hurricanes and floods, as interpreted under Louisiana law.

14. Termination

• Option A: This Agreement may be terminated by either party for cause with [Number] days' written notice.
• Option B: This Agreement may be terminated by either party for convenience with [Number] days' written notice.
• Effect of Termination: Upon termination, the Client shall pay the Contractor for all services performed up to the date of termination. The Contractor shall return all Client property.

15. Non-Solicitation/Non-Circumvention

Option: During the term of this Agreement and for a period of [Number] months thereafter, the Contractor shall not solicit or circumvent the Client's customers or employees, subject to the narrow enforceability of non-competition provisions under Louisiana Revised Statutes. The restrictions apply to [Specific Geographic Area] and are limited to [Specific Line of Business].

16. Compliance

The Contractor shall comply with all applicable industry regulations, such as advertising, health data, or children’s content rules, in Louisiana.

17. General Provisions

• Severability: If any provision of this Agreement is held to be invalid or unenforceable under Louisiana law, the remaining provisions shall remain in full force and effect.
• Merger/Integration: This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements and understandings.
• Amendment: This Agreement may be amended only by a written instrument signed by both parties.
• Notice: All notices shall be sent to the addresses listed above via mail, email, or hand delivery. Electronic signatures are valid per Louisiana’s Uniform Electronic Transactions Act.

18. Language

Option: This Agreement is executed in both English and French. In the event of a conflict, the [English/French] version shall prevail.

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]