Maine design independent contractor agreement template

Maine Design Independent Contractor Agreement

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

[Client Full Legal Name], residing at [Client Address] (“Client”), and

[Independent Contractor Full Legal Name], residing at [Independent Contractor Address] or doing business as [Independent Contractor Business Name] with a principal place of business at [Independent Contractor Business Address] (“Contractor”).

1. Scope of Services

The Contractor agrees to provide the following design services to the Client:

Option A: [Describe specific design services, e.g., "Graphic design services for the Client's marketing campaign, including logo design, brochure layout, and website banners." Be specific about design medium, e.g., web design, UX/UI design, graphic design, interior design.]

Option B: [Describe specific design services with focus on a specialized scope.]

The Contractor shall deliver the following deliverables to the Client:

Option A: [List specific deliverables, e.g., "Final logo design in vector format (.AI, .EPS, .SVG), Brochure layout in print-ready PDF format, Website banners in .JPG and .PNG formats." Specify file formats, resolution, and other specifications.]

Option B: [Alternative list of specific deliverables tailored for other services.]

Timelines and Milestones:

[List milestones with corresponding deadlines. e.g., "Initial concepts due by [Date], First revision due by [Date], Final delivery due by [Date]."]

[Review and Approval Procedures: Detail the steps the client will take to review work and offer feedback. Specify timelines for reviews.]

2. Independent Contractor Status

The parties agree that the Contractor is an independent contractor and not an employee, agent, partner, or joint venturer of the Client. The Contractor shall have exclusive control over the manner and means of performing the services under this Agreement.

Option A: The Contractor is solely responsible for all federal, Maine state, and local tax filings and payments, including self-employment taxes and any applicable sales/use taxes per 36 M.R.S. §§ 1752, 1811.

Option B: The Contractor shall obtain and maintain all necessary Maine business licenses and permits required to perform the services under this Agreement.

3. Compensation

The Client shall compensate the Contractor for the services as follows:

Option A: [State the payment structure, e.g., "Hourly rate of $[Hourly Rate] per hour." or "A fixed fee of $[Fixed Fee] for the entire project." or "Payment based on milestones as outlined in Exhibit A." (create and attach an Exhibit A with payment details)."]

Option B: [Alternative payment structure.]

Invoicing and Payment:

[Specify invoicing frequency, e.g., "The Contractor shall submit invoices to the Client on a bi-weekly basis." or "The Contractor shall submit invoices upon completion of each milestone." ]

[Specify payment due dates, e.g., "The Client shall pay each invoice within [Number] days of receipt." ]

[Maine Late Payment Interest: per 10 M.R.S. § 1118, unpaid amounts accrue interest at a rate of [Interest Rate]% per annum.]

Expenses:

Option A: The Client shall reimburse the Contractor for pre-approved expenses, including materials and travel, exceeding [Dollar Amount], upon submission of receipts.

Option B: No expense reimbursement will be provided.

4. Intellectual Property

Option A: Upon full payment, all right, title, and interest in and to the final design work, including all copyrights, shall vest in the Client.

Option B: The Contractor retains ownership of all right, title, and interest in and to the final design work. Client is granted a non-exclusive license to use the work for [Specify Permitted Use].

Prior Work and Portfolio:

[Contractor may display the completed work in their portfolio and for self-promotion. Client must grant permission for Contractor to use Client branding.]

5. Confidentiality

The Contractor agrees to hold all Client information, including business data, branding assets, and project concepts, in strict confidence and not to disclose such information to any third party.

[Compliance with Maine privacy laws if sensitive data is involved.]

6. Termination

Option A: Either party may terminate this Agreement upon [Number] days written notice to the other party.

Option B: The Client may terminate this Agreement immediately for cause, including the Contractor's failure to perform the services as agreed.

Effect of Termination:

[Describe how termination affects fees, expenses, work in progress, and final project handoff.]

7. Client Obligations

[The Client shall provide timely feedback and access to necessary materials and information.]

[The Client shall designate a point of contact for the project.]

[The Client is responsible for securing all necessary legal clearances for content used in the project.]

8. Dispute Resolution

Any dispute arising out of or relating to this Agreement shall be resolved as follows:

First, the parties shall attempt to resolve the dispute through good faith negotiation.

If negotiation fails, the parties shall attempt mediation.

If mediation fails, the dispute shall be resolved in the courts of the State of Maine, and Maine law shall govern.

9. Governing Law

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

10. 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.

Amendment: Any amendment to this Agreement must be in writing and signed by both parties.

11. Non-Solicitation/Non-Competition

Option A: During the term of this Agreement and for a period of [Number] months thereafter, the Contractor shall not solicit the Client's employees or customers within a [Distance] radius of [Location]. This restriction is bona fide and justified by Client’s legitimate business interests.

Option B: No non-solicitation or non-competition agreement is in place.

12. Force Majeure

Neither party shall be liable for any failure to perform its obligations under this Agreement if such failure is caused by a force majeure event.

[Tailor the force majeure clause to the specific design work, accounting for possible interruptions.]

13. Severability

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

14. Compliance with Laws

The Contractor shall comply with all applicable Maine state and municipal laws, ordinances, and professional standards.

[Include reference to specific licensing or registration requirements if applicable to the design field.]

15. Electronic Communications and Signatures

The parties agree that electronic communications and signatures shall be valid and binding per Maine’s Uniform Electronic Transactions Act (10 M.R.S. § 9401 et seq.).

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

____________________________

[Client Full Legal Name]

____________________________

[Independent Contractor Full Legal Name]