Massachusetts hr independent contractor agreement template

Massachusetts HR Independent Contractor Agreement

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

[Client Company Name], a [State of Incorporation] corporation with its principal place of business at [Client Company Business Address] (“Client”), and
Contact Information: [Client Company Contact Person], [Client Company Phone Number], [Client Company Email]

and

[Independent Contractor Full Legal Name], a [State of Residency] resident or a [State of Incorporation, if applicable] corporation with its principal place of business at [Independent Contractor Business Address] (“Contractor”).
Contact Information: [Independent Contractor Contact Person], [Independent Contractor Phone Number], [Independent Contractor Email]

1. Scope of Services

The Contractor agrees to provide the following HR services to the Client, in accordance with all applicable Massachusetts and federal laws and regulations:

Option A: Talent Acquisition: Full lifecycle recruitment, including job description creation, sourcing, screening, interviewing, background checks (compliant with Massachusetts law), offer negotiation, and onboarding. Must follow EEO compliance standards.

Option B: Onboarding: Design and delivery of onboarding programs, including new hire paperwork completion, benefits enrollment assistance, and introduction to company culture and policies. Deliverable includes a standardized onboarding checklist customized to Client needs and a training plan.

Option C: Compliance Training: Development and delivery of compliance training programs, including anti-harassment, diversity and inclusion, wage and hour laws (Massachusetts), and workplace safety. Training materials must be reviewed by Massachusetts employment law counsel.

Option D: Employee Relations Consulting: Provide guidance and support on employee relations matters, including performance management, conflict resolution, and disciplinary actions, adhering to Massachusetts employment laws.

Option E: Policy Development: Creation and revision of HR policies and procedures compliant with Massachusetts and federal employment laws, including but not limited to leave policies, remote work policies, and social media guidelines. Deliverables include a comprehensive employee handbook in a searchable format.

Option F: Compensation Benchmarking: Conduct market research to determine competitive compensation ranges for various positions within the Client's organization, taking into account Massachusetts cost of living and industry standards.

Option G: Workplace Investigations: Conduct thorough and impartial investigations of employee complaints, including allegations of harassment, discrimination, or other misconduct, in compliance with Massachusetts law. Deliverables include a written report summarizing findings and recommendations.

Option H: Legal Compliance Audits: Review existing HR practices and policies to ensure compliance with all applicable Massachusetts and federal employment laws and regulations. Deliverables include a detailed audit report with recommendations for improvement. This must include a review of compliance with the Massachusetts Paid Family and Medical Leave Act (PFMLA).

Option I: Other HR Services: [Specify other HR services]

2. Deliverables and Timelines

The Contractor will provide the deliverables outlined in Section 1 according to the following schedule and standards:

Measurable Milestones: [Describe specific, measurable milestones for each service provided]
Timelines: [Specify deadlines for each milestone and deliverable]
Deliverable Formats: [Specify the format of deliverables, e.g., Word documents, PowerPoint presentations, training videos]
Frequency of Updates/Status Meetings: [Specify how often the Contractor will provide updates and attend status meetings]
Background Checks and EEO Compliance: [Outline procedures for ensuring background checks and EEO compliance, adhering to Massachusetts law. For example, state that CORI checks must be handled with proper documentation and adherence to legal guidelines.]
Document Retention Procedures: [Outline procedures for compliant document retention per Massachusetts law, including employee records.]

3. Work Location

Option A: On-Site Visits: The Contractor will be required to conduct on-site visits to the Client's offices located in Massachusetts as needed. Frequency: [Frequency of on-site visits].

Option B: Virtual/Remote Work: The Contractor will primarily work remotely.

Option C: Travel Expectations: The Contractor may be required to travel within Massachusetts to attend meetings or conduct training sessions. Travel details: [Specify locations, frequency, and expected expenses].

Option D: Access to Sensitive Data: Protocols for access to sensitive personnel files or confidential data will be established and strictly adhered to, in compliance with Massachusetts data privacy laws. [Describe the specific protocols].

4. Service Fees and Payment

Option A: Billing Method:

Hourly: The Contractor will be paid at an hourly rate of [Hourly Rate].
Project-Based: The Contractor will be paid a fixed fee of [Project Fee] per project.
Retainer: The Contractor will be paid a retainer fee of [Retainer Fee] per month.

Option B: Overtime/Premium Charges: Overtime or premium charges will [Will/Will Not] apply. If applicable, specify the rate: [Overtime/Premium Rate].

Option C: Payment Intervals: The Client will pay the Contractor [Payment Frequency, e.g., bi-weekly, monthly] upon receipt of an invoice.

Option D: Invoicing Process: The Contractor will submit invoices to [Invoice Recipient] at [Invoice Email Address]. Invoices must include: [Required invoice information, e.g., date, invoice number, description of services, hours worked (if applicable)].

Option E: Reimbursement of Expenses: The Client will reimburse the Contractor for pre-approved expenses, such as travel within Massachusetts. Expenses must be documented with receipts. [Specify which types of expenses will be reimbursed].

Option F: Tax Responsibility: The Contractor is solely responsible for all federal and Massachusetts state tax filings, estimated tax payments, Social Security, Medicare, and self-employment taxes. The Contractor acknowledges that the Client will report payments on IRS Form 1099-NEC. The Contractor is responsible for collecting and remitting any applicable Massachusetts state sales and use taxes.

5. Independent Contractor Status

The parties agree that the Contractor is an independent contractor and not an employee of the Client. This Agreement is governed by Massachusetts Independent Contractor Law (M.G.L. c. 149, § 148B).

The Contractor is free from control and direction in the performance of services.

The services performed by the Contractor are outside the usual course of the Client's business.

The Contractor is customarily engaged in an independently established HR business.

The Contractor is responsible for all mandatory business licensing and professional insurance as required in Massachusetts. The Contractor is not eligible for any employee benefits, including workers’ compensation, unemployment insurance, health insurance, paid leave, or pension. The Contractor is responsible for obtaining their own professional liability insurance with minimum coverage of [Coverage Amount]. Misclassification of an employee as an independent contractor is strictly prohibited.

6. Confidentiality and Non-Disclosure

The Contractor agrees to hold all Client information, including personnel records, employee identities, compensation information, investigation results, and sensitive business data, in strict confidence, in compliance with Massachusetts data privacy laws, the Massachusetts Data Security Regulation (201 CMR 17.00), and applicable federal laws like HIPAA (if applicable to benefits). This obligation continues even after termination of this Agreement.

7. Non-Solicitation and Non-Circumvention

The Contractor agrees not to solicit any employees of the Client’s Massachusetts workforce during the term of this Agreement and for a period of [Duration] after termination. The Contractor further agrees not to circumvent the Client by directly contacting or engaging with any of the Client's clients or vendors.

8. Non-Competition

The Contractor agrees to the following non-compete restriction: [Insert non-compete language if applicable, ensuring it meets Massachusetts Noncompetition Agreement Act requirements, including consideration, reasonable scope, duration, and geographic limits. If no non-compete is required, state: "No non-compete restriction applies to this agreement."]

Acknowledgement: The parties acknowledge that the enforceability of any non-compete agreement is subject to Massachusetts law and may be void if it fails to meet public policy or statutory criteria.

9. Intellectual Property

All intellectual property and work product created by the Contractor in connection with this Agreement, including policies, training materials, analytics, and other HR assets, shall be considered "work for hire" and owned by the Client, subject to Massachusetts contract law on assignability. Upon termination, the Contractor will securely transfer or destroy all confidential and proprietary information.

10. HR-Related Compliance Carve-Outs

The Contractor will assist with the following Massachusetts HR-related compliance matters:

Massachusetts Paid Family and Medical Leave Act (PFMLA) Compliance: [Describe how the Contractor will assist with PFMLA compliance]

Wage and Hour Law Audits: [Describe how the Contractor will assist with wage and hour law audits]

Anti-Discrimination Training: [Describe how the Contractor will assist with anti-discrimination training, per Massachusetts Commission Against Discrimination (MCAD) standards]

Local Ordinances: [Describe how the Contractor will ensure compliance with other applicable local ordinances]

11. Liability and Indemnification

The Contractor shall be liable for breach of this Agreement, including failure to provide services to specified standards, late delivery, negligent advice, unauthorized access or disclosure of employee or applicant data. The Contractor agrees to indemnify and hold harmless the Client for any third-party claims arising from the Contractor's HR advice or lack of compliance with Massachusetts law.

12. Amendments and Renewals

This Agreement may be amended, extended, or renewed only by a written instrument signed by both parties.

13. Termination

Option A: Notice Period: Either party may terminate this Agreement with [Number] days written notice.

Option B: Termination at Will: This Agreement may be terminated at will by either party with [Number] days written notice.

Option C: Termination for Cause: The Client may terminate this Agreement for cause, including [List specific Massachusetts "good cause" definitions if applicable].

Option D: Automatic Termination: This Agreement will automatically terminate upon the Contractor's loss of required licenses.

Upon termination, the Contractor shall submit a final invoice, and the Client shall pay all outstanding amounts. The Contractor shall securely transfer/return all confidential and proprietary information to the Client.

14. Dispute Resolution

Any disputes arising out of or relating to this Agreement shall first be resolved through good faith negotiation. If negotiation fails, the parties agree to participate in mediation in Massachusetts. If mediation is unsuccessful, the parties agree to binding arbitration or litigation in courts located in Massachusetts. Massachusetts law shall govern this Agreement.

15. Record Retention, Auditing, and Inspection Rights

The Client shall have the right to audit and inspect the Contractor's records related to the services provided under this Agreement, subject to timelines compatible with state/federal HR record retention laws.

16. Entire Agreement

This Agreement constitutes the entire understanding between the parties and supersedes all prior oral or written agreements.

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

[Client Company Name]

By: [Client Representative Name]
Title: [Client Representative Title]
Date: [Date]

[Independent Contractor Full Legal Name]

By: [Independent Contractor Name]
Title: [Independent Contractor Title, if applicable]
Date: [Date]