Massachusetts marketing independent contractor agreement template
View and compare the Free version and the Pro version.
Help Center
Need to learn how to convert downloaded contract DOCX files to PDF or add electronic signatures? Please visit our Help Center for detailed guidance.
How Massachusetts marketing independent contractor agreement Differ from Other States
-
Massachusetts uses a strict 'ABC Test' to determine independent contractor status, which is broader than many other states' standards.
-
State law requires contractors to be 'customarily engaged' in an independent business, not just performing work for one company.
-
Severe penalties apply for misclassification in Massachusetts, including mandatory treble damages and attorney’s fees for violations.
Frequently Asked Questions (FAQ)
-
Q: Does Massachusetts require a written independent contractor agreement?
A: While not legally required, a written agreement is strongly encouraged to ensure compliance and clarify the working relationship.
-
Q: What is the 'ABC Test' in Massachusetts?
A: The 'ABC Test' requires the worker to be free from control, perform work outside the usual business, and be independently established.
-
Q: Can I be classified as an independent contractor if I only work for one company?
A: In most cases, no. Massachusetts law expects independent contractors to serve multiple clients or operate their own business.
HTML Code Preview
Massachusetts Marketing Independent Contractor Agreement
This Marketing Independent Contractor Agreement (the "Agreement") is made and effective as of [Date], by and between:
[Client Legal Business Name], with a principal place of business at [Client Address], (hereinafter referred to as "Client") and Tax ID: [Client Tax ID]
[Contractor Legal Business Name], with a principal place of business at [Contractor Address], (hereinafter referred to as "Contractor") and Tax ID: [Contractor Tax ID]
Scope of Marketing Services
Option A: The Contractor will perform the following marketing services for the Client: [Detailed Description of Marketing Services, including tasks, deliverables, technology platforms, and KPIs/metrics]. This includes, but is not limited to:
- [Specific Task 1]
- [Specific Task 2]
- [Specific Task 3]
Option B: The Contractor will perform marketing services as detailed in Exhibit A, attached to this Agreement.
Service Period, Milestones, and Reporting
Option A: The term of this Agreement shall commence on [Start Date] and shall continue until [End Date].
Option B: This is a project-based agreement for the [Project Name] project, with an estimated completion date of [Completion Date].
The Contractor shall provide progress reports to the Client [Frequency of Reports, e.g., weekly, bi-weekly] in a format to be agreed upon.
Project milestones: [List of Project Milestones and Deadlines]
Work Location and Resources
Option A: The Contractor will perform services remotely.
Option B: The Contractor will perform services on-site at the Client's location at [Client Address].
Option C: The Contractor will perform services both remotely and on-site, as needed.
The Contractor is responsible for providing their own equipment, software, and resources necessary to perform the services.
The Client will provide the Contractor access to: [List of Client Resources, e.g., marketing software, brand assets, internal data].
Client Materials and Data Privacy
All Client materials and data provided to the Contractor remain the property of the Client.
The Contractor shall comply with all applicable Massachusetts data security regulations, including 201 CMR 17.00, regarding the protection of personal information.
The Contractor shall handle client data in accordance with [Specific Data Handling Procedures].
Compensation and Payment
Option A: The Client shall pay the Contractor an hourly rate of [Hourly Rate].
Option B: The Client shall pay the Contractor a fixed fee of [Fixed Fee] for the entire project.
Option C: The Client shall pay the Contractor a retainer fee of [Retainer Fee] per [Time Period].
Option D: The Client shall pay the Contractor a performance-based bonus according to the following metrics: [Define Bonus Metrics and Payment Structure].
The Contractor shall submit invoices to the Client [Frequency of Invoices, e.g., monthly, upon completion of milestones].
Payment terms are [Number] days from the date of invoice (Net [Number]).
Massachusetts sales/use tax obligations are the responsibility of [Responsible Party].
Reimbursement of Expenses
The Client shall reimburse the Contractor for pre-approved expenses, including [List of Reimbursable Expenses, e.g., paid ads, travel].
All expenses must be supported by receipts and documentation.
Exclusivity
Option A: This is an exclusive agreement. The Contractor shall not provide similar services to any other clients in the [Industry/Market Segment] sector during the term of this Agreement.
Option B: This is a non-exclusive agreement. The Contractor may provide similar services to other clients, provided it does not create a conflict of interest.
Option C: This is a non-exclusive agreement. The Contractor may provide similar services to other clients, but shall not solicit any client of [Client Legal Business Name] for [Number] years from the last service provided to [Client Legal Business Name].
Intellectual Property
All marketing content, campaign creatives, strategies, analytics data, and digital assets produced for the Client under this Agreement shall be the exclusive property of the Client upon payment.
The Contractor retains the right to showcase non-confidential work in their portfolio with the Client's prior written approval.
Confidentiality
The Contractor shall maintain the confidentiality of all Client information, including but not limited to data, campaign performance metrics, and target lists.
This obligation extends to all information defined as trade secrets under the Massachusetts Uniform Trade Secrets Act.
Independent Contractor Status
The Contractor is an independent contractor and not an employee of the Client.
The Contractor is responsible for their own taxes, health insurance, and benefits, as per Massachusetts General Laws c. 149 § 148B.
The Client shall not be responsible for withholding any income or employment taxes from payments made to the Contractor.
Compliance with Laws
Both parties shall comply with all applicable Massachusetts advertising, marketing regulations, consumer protection, and anti-fraud statutes, including Massachusetts Consumer Protection Act (ch. 93A).
Liability and Indemnification
The Contractor shall indemnify and hold the Client harmless from any claims arising from the Contractor's negligence or willful misconduct.
The Client shall not be liable for any claims arising from the Contractor's marketing services, including copyright infringements, to the extent that the infringement was not caused by materials provided by the Client.
Termination
Option A: Either party may terminate this Agreement upon [Number] days written notice.
Option B: The Client may terminate the agreement immediately for cause, including but not limited to non-performance or breach of contract.
Upon termination, the Contractor shall deliver all Client materials and data to the Client.
Dispute Resolution
Any disputes arising under this Agreement shall be resolved through negotiation and mediation in Massachusetts.
If mediation fails, the dispute shall be resolved by [Binding Arbitration/Litigation] in the courts of Massachusetts.
Venue for any legal action shall be in [County] County, Massachusetts.
Force Majeure
Neither party shall be liable for any delay or failure to perform its obligations under this Agreement due to causes beyond its reasonable control, including but not limited to platform bans, cyberattacks, and major campaign platform changes.
Assignment and Subcontracting
The Contractor shall not assign or subcontract any of its obligations under this Agreement without the Client's prior written consent.
Marketing Standards
The Contractor shall adhere to up-to-date industry best practices and maintain compliance with evolving digital marketing platform policies.
Entire Agreement
This Agreement contains the entire understanding between the parties and supersedes any prior agreements, discussions, or representations, whether oral or written.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.
[Client Legal Business Name]
By: [Client Name]
Title: [Client Title]
[Contractor Legal Business Name]
By: [Contractor Name]
Title: [Contractor Title]
