Mississippi construction independent contractor agreement template

Mississippi Construction Independent Contractor Agreement

This Mississippi Construction Independent Contractor Agreement (the “Agreement”) is made and entered into as of this [Date] by and between:

[Owner/Client Full Legal Name], residing at [Owner/Client Address], with phone number [Owner/Client Phone] and email address [Owner/Client Email] (hereinafter referred to as "Owner"),

and

[Contractor Full Legal Name], residing at [Contractor Address], with phone number [Contractor Phone] and email address [Contractor Email], and Mississippi Contractor’s License Number [Contractor License Number] (hereinafter referred to as "Contractor").

1. Scope of Work

The Contractor agrees to perform the following construction services for the Owner:

Project Name: [Project Name]

Project Location: [Physical Address of Property]

Legal Property Description: [Legal Description of Property]

Detailed Description of Work:

Option A: The Contractor shall perform all labor and provide all materials necessary to complete the following tasks: [Detailed Description of Tasks, e.g., Framing, Plumbing, Electrical, Concrete Work, etc.].

Option B: The Contractor shall perform the work as detailed in the attached plans and specifications, labeled as Exhibit A.

Plans and Specifications:

Option A: The Contractor shall adhere to the attached plans and specifications dated [Date], initialed by both parties and incorporated herein as Exhibit A.

Option B: The Contractor shall follow the plans and specifications provided by [Architect/Engineer Name].

Standards for Performance and Completion:

Option A: All work shall be performed in a workmanlike manner, consistent with industry standards and in compliance with all applicable Mississippi Building Codes and regulations.

Option B: The Contractor warrants that all work will conform to the specifications attached as Exhibit A and be free from defects in materials and workmanship for a period of [Number] years from the date of completion.

2. Timeline and Milestones

The work shall be completed according to the following timeline:

Commencement Date: [Date]

Milestones:

Milestone 1: [Description of Milestone, e.g., Foundation Completion]: [Date]

Milestone 2: [Description of Milestone, e.g., Framing Completion]: [Date]

Milestone 3: [Description of Milestone, e.g., Electrical Rough-in Inspection]: [Date]

Estimated Completion Date: [Date]

Delays:

Option A: In the event of delays due to unforeseen circumstances (e.g., weather, material shortages), the Contractor shall notify the Owner immediately in writing. The completion date may be extended by mutual agreement.

Option B: If the Contractor fails to meet the agreed-upon milestones without reasonable cause, a penalty of [Dollar Amount] per day may be assessed, up to a maximum of [Dollar Amount].

3. Contract Price and Payment Terms

The Owner shall pay the Contractor for the satisfactory completion of the work as follows:

Contract Price: [Dollar Amount]

Payment Terms:

Option A: Fixed-Price Contract: A fixed sum of [Dollar Amount] for the entire project.

Option B: Cost-Plus Contract: The actual cost of labor and materials, plus a percentage of [Percentage]% for overhead and profit.

Option C: Time-and-Materials Contract: An hourly rate of [Dollar Amount] for labor, plus the actual cost of materials.

Payment Schedule:

Deposit: [Dollar Amount] upon signing of this Agreement.

Progress Payments:

Payment 1: [Dollar Amount] upon completion of [Milestone].

Payment 2: [Dollar Amount] upon completion of [Milestone].

Retainage: [Percentage]% of each progress payment will be retained until final completion and acceptance of the work.

Final Payment: The remaining balance, including the retainage, shall be paid upon final inspection and acceptance of the work.

Invoicing: The Contractor shall submit invoices to the Owner on a [Frequency, e.g., Weekly, Bi-Weekly, Monthly] basis. Invoices shall include a detailed breakdown of labor and materials.

Mississippi Gross Receipts Tax: The Contractor is responsible for complying with all Mississippi gross receipts tax obligations.

Change Orders: Any changes to the scope of work must be agreed upon in writing and signed by both parties. The cost of any change orders shall be determined using the same pricing method as the original contract.

4. Licensure

The Contractor represents and warrants that they hold a valid and active Mississippi Contractor’s License, number [Contractor License Number], and any other necessary specialty trade licenses required to perform the work described herein. The Contractor shall immediately notify the Owner if their license status changes.

5. Independent Contractor Status

The Contractor is an independent contractor and not an employee of the Owner. The Contractor is solely responsible for all federal and Mississippi self-employment taxes, workers' compensation insurance (if required under Mississippi law), commercial general liability insurance, and any required bonds. The Contractor is not entitled to any employee benefits from the Owner.

6. Compliance with Laws and Regulations

The Contractor shall comply with all applicable Mississippi construction statutes, industry codes, and regulations, including but not limited to the Mississippi Building Code, OSHA standards, and applicable local building ordinances and zoning laws.

7. Permits and Inspections

The [Contractor/Owner] shall be responsible for obtaining all necessary state and local permits and inspections required for the project. The cost of such permits shall be borne by [Contractor/Owner].

8. Mississippi Lien Law Compliance

The Contractor acknowledges that they are familiar with Mississippi Lien Law (Mississippi Code Title 85, Chapter 7, Article 1). The Contractor agrees to provide the Owner with a release of lien upon final payment and shall indemnify the Owner for any subcontractor or supplier liens arising from the Contractor’s work. The Contractor shall provide the Owner with all necessary notices and waivers required under Mississippi law.

9. Subcontractors

The Contractor may use subcontractors with the prior written approval of the Owner. All subcontractors must be properly licensed and insured in accordance with Mississippi law. The Contractor shall ensure that all subcontractors comply with the terms of this Agreement.

10. Warranties

The Contractor warrants that all workmanship will be free from defects for a period of [Number] year(s) from the date of completion. The Contractor also warrants that all materials used will be of good quality and suitable for their intended purpose. This warranty does not cover damage caused by normal wear and tear, misuse, or acts of God. Warranty claims must be submitted in writing to the Contractor within the warranty period.

11. Site Access and Safety

The Contractor shall have access to the project site as necessary to perform the work. The Contractor is responsible for maintaining a safe work environment and complying with all applicable Mississippi and local safety regulations. The Contractor is responsible for site security and cleanup.

12. Change Orders, Unforeseen Conditions, and Force Majeure

Any changes to the scope of work must be agreed upon in writing and signed by both parties in a Change Order. The Change Order will specify the revised scope of work, price, and timeline. If unforeseen conditions arise, the Contractor shall notify the Owner immediately and propose a solution. The cost of addressing unforeseen conditions shall be determined by mutual agreement. Neither party shall be liable for delays or failures to perform due to force majeure events, such as acts of God, war, or government regulations.

13. Indemnification and Insurance

The Contractor shall indemnify and hold harmless the Owner from and against any and all claims, losses, damages, liabilities, and expenses (including attorney’s fees) arising out of or relating to the Contractor’s work, except to the extent caused by the Owner’s negligence. The Contractor shall maintain commercial general liability insurance with minimum coverage of [Dollar Amount] per occurrence and [Dollar Amount] in the aggregate, and workers' compensation insurance as required by Mississippi law.

14. Confidentiality

The Contractor shall maintain the confidentiality of all project plans, methods, and proprietary business information provided by the Owner.

15. Ownership of Work Product

The Owner shall retain ownership of all work product, including plans, specifications, and materials. The Contractor grants the Owner a license to use any drawings or intellectual property created by the Contractor for the project.

16. Termination

Termination for Convenience: The Owner may terminate this Agreement for convenience upon [Number] days’ written notice to the Contractor. In the event of termination for convenience, the Contractor shall be paid for all work performed up to the date of termination, plus reasonable costs for materials and demobilization.

Termination for Cause: Either party may terminate this Agreement for cause if the other party breaches any material term of this Agreement and fails to cure such breach within [Number] days’ written notice. In the event of termination for cause, the non-breaching party shall be entitled to all available remedies under Mississippi law.

17. Dispute Resolution

Any disputes 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 submit the dispute to mediation in [City, Mississippi].

If mediation fails, the parties may pursue binding arbitration in [City, Mississippi], or litigation in the [County] County Circuit Court in Mississippi, with Mississippi law as the governing law.

18. Notices

All notices required or permitted under this Agreement shall be in writing and shall be deemed to have been duly given when delivered personally, sent by certified mail, return receipt requested, or sent by email to the addresses set forth above.

19. Record Keeping

The Contractor shall maintain accurate records of all labor, materials, and other expenses incurred in connection with the work. The Contractor shall retain such records for a period of [Number] years in accordance with Mississippi law. The Owner shall have the right to audit the Contractor’s records upon reasonable notice.

20. Compliance with Anti-Discrimination and Hiring Laws

The Contractor shall comply with all applicable anti-discrimination and hiring laws, including E-Verify requirements under Mississippi statutes.

21. Environmental Protection

The Contractor shall comply with all applicable Mississippi environmental protection requirements and disposal regulations for construction debris.

22. Client-Supplied Materials

The Contractor shall exercise reasonable care in the use and storage of any materials or equipment supplied by the Owner. The Contractor shall be responsible for any damage or loss to such materials or equipment caused by the Contractor’s negligence.

23. Assignment

Neither party may assign this Agreement without the prior written consent of the other party.

24. Amendments and Waivers

Any amendments to this Agreement must be in writing and signed by both parties. No waiver of any provision of this Agreement shall be effective unless in writing and signed by the waiving party.

25. Severability

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

26. Entire Agreement

This Agreement constitutes the entire agreement between the parties and supersedes all prior or contemporaneous communications and proposals, whether oral or written, relating to the subject matter hereof.

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

[Owner/Client Signature]

[Owner/Client Printed Name]

[Contractor Signature]

[Contractor Printed Name]