Maine consulting independent contractor agreement template

Maine Consulting Independent Contractor Agreement

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

[Client Name], located at [Client Address], with email [Client Email] and phone number [Client Phone], and whose business entity status is [Client Entity Status] ("Client"),

and

[Consultant Name], located at [Consultant Address], with email [Consultant Email] and phone number [Consultant Phone], and whose business entity status is [Consultant Entity Status] ("Consultant").

1. Consulting Services

Option A: Consultant will provide the following consulting services: [Description of Services]. These services shall include, but are not limited to, the following scope of work: [Scope of Work].

Option B: Refer to attached Statement of Work (Exhibit A) for a detailed description of the consulting services to be provided.

Deliverables:

Option A: The deliverables will include: [List of Deliverables].

Option B: Deliverables and client acceptance criteria will be documented in each applicable project scope.

Consulting Methods: The Consultant will employ the following methods: [Description of Methods]. Reporting will occur: [Reporting Frequency]. Milestones: [List of Milestones]. Client Acceptance Criteria: [Description of Criteria].

Industry-Specific Procedures: Consultant agrees to follow standard industry procedures related to [Industry].

2. Location of Service Delivery

Option A: Services will be delivered remotely.

Option B: Services will be delivered on the Client's premises at [Client Location].

Option C: Services will be delivered using a hybrid arrangement.

Use of Client Resources: The Consultant will/will not [Will/Will Not] require access to client resources, systems, and data. Data handling procedures shall comply with Maine data privacy laws.

3. Service Fee

Billing Structure:

Option A: Hourly rate of [Hourly Rate] per hour.

Option B: Per-project fee of [Project Fee].

Option C: Retainer of [Retainer Amount] per [Time Period].

Option D: Milestone-based payments as outlined in Schedule B.

Payment Schedule: Payments will be made [Payment Schedule].

Invoicing Requirements: Invoices must include [List of Requirements].

Payment Methods: Payments will be made via [Payment Methods].

Reimbursement of Expenses: Consultant will be reimbursed for pre-approved reasonable business expenses, supported by receipts.

Maine Sales/Service Tax: [Sales/Service Tax Status]. Consultant is responsible for collecting/not collecting Maine sales or service taxes as required by law.

Late Payment Penalties: Late payments will incur a penalty of [Percentage]% per month.

4. Independent Contractor Status

The parties agree that Consultant is an independent contractor and not an employee, partner, or joint venturer of Client.

Consultant is responsible for all self-employment taxes, federal and Maine state tax registration and compliance.

Consultant acknowledges the inapplicability of Maine workers' compensation insurance (39-A M.R.S. §102(13)).

Consultant is liable for Social Security and Medicare contributions.

Consultant is responsible for obtaining any required business licenses under Maine law.

5. Intellectual Property Rights

Option A: All intellectual property, reports, data, or other deliverables produced during the term of this Agreement shall be owned exclusively by the Client.

Option B: Consultant retains ownership of pre-existing intellectual property, but grants the Client a [License Type] license to use deliverables created during the term of this Agreement.

Maine trade secret and proprietary information laws apply.

6. Confidentiality

Consultant agrees to hold Client's confidential information in strict confidence during and after the term of this Agreement.

This includes but is not limited to [List of Confidential Information].

Compliance with Maine-specific data confidentiality statutes is required.

Requirements under the Maine Consumer Data Protection Act shall apply.

7. Non-Solicitation, Non-Compete, Conflict of Interest

Non-Solicitation: Consultant agrees not to solicit Client's employees or customers for a period of [Time Period] following termination of this Agreement.

Option A: This restriction applies within the State of Maine.

Option B: This restriction applies within a [Number] mile radius of [Client Location].

Non-Compete: Consultant agrees not to compete with Client in the [Specific Industry/Field] within [Geographic Area] for a period of [Time Period]. Consultant acknowledges the limits imposed on restrictive covenants under Maine law.

Conflict of Interest: Consultant agrees to avoid any conflicts of interest during the term of this Agreement. Consultant must disclose any potential conflicts of interest to Client immediately.

8. Liability, Indemnification, and Insurance

Consultant is responsible for losses caused by Consultant's errors or omissions.

Indemnification: Consultant agrees to indemnify and hold Client harmless from any claims, damages, or liabilities arising from Consultant's performance of services under this Agreement.

Option A: Consultant shall maintain professional liability insurance in the amount of [Dollar Amount].

Option B: Consultant shall maintain general liability insurance in the amount of [Dollar Amount].

Exclusion of Consequential Damages: In no event shall either party be liable for consequential damages.

9. Termination

Term: This Agreement shall commence on the Effective Date and continue until [End Date].

Termination for Convenience: Either party may terminate this Agreement for convenience upon [Number] days written notice.

Termination for Cause: Client may terminate this Agreement for cause if Consultant materially breaches this Agreement.

Early Termination Fees:

Option A: No early termination fees apply.

Option B: An early termination fee of [Dollar Amount or Formula] will apply if the agreement is terminated early.

Final Payment and Reconciliation: Upon termination, Client shall pay Consultant for all services performed up to the termination date.

Return of Client Materials: Consultant shall return all Client materials upon termination.

Transition/Handover: Consultant shall cooperate with Client to ensure a smooth transition of services.

10. Dispute Resolution

Negotiation: The parties agree to first attempt to resolve any disputes through good faith negotiation.

Mediation: If negotiation fails, the parties agree to submit to non-binding mediation in [City, Maine].

Arbitration/Litigation: If mediation fails, the parties may pursue arbitration or litigation. Venue shall be in the state or federal courts located in [County], Maine.

Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of Maine.

11. Compliance with Laws

Consultant shall comply with all applicable federal, Maine state, and local laws and regulations.

This includes professional licensing requirements, industry standards, and U.S. export or anti-corruption laws.

12. Representations and Warranties

Consultant warrants that Consultant has the authority and qualification to perform consulting services in Maine.

Client warrants that Client has the authority to engage Consultant's services.

13. Notice

All notices under this Agreement must be in writing and delivered by email, certified mail, or personal delivery.

Notices shall be effective upon receipt.

Notice to Client: [Client Name], [Client Address]

Notice to Consultant: [Consultant Name], [Consultant Address]

14. Assignment and Subcontracting

Option A: Neither party may assign or subcontract this Agreement without the prior written consent of the other party.

Option B: Consultant may subcontract certain tasks, but remains responsible for subcontractor compliance.

15. Modification

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

16. Maine Contractor Right-to-Work and Misclassification

Consultant attests to the following:

Consultant has autonomy and control over work hours.

Consultant provides Consultant's own tools and materials.

Consultant does not receive employee benefits from Client.

Client does not direct Consultant's work in the manner of an employer.

17. Entire Agreement

This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements and understandings relating to the subject matter hereof.

18. Signatures

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

____________________________

[Client Name]

[Client Title]

Date: [Date]

____________________________

[Consultant Name]

[Consultant Title]

Date: [Date]

[Notarization, if required in Maine for this type of agreement]