Mississippi creative independent contractor agreement template

Mississippi Creative Independent Contractor Agreement

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

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

and

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

Scope of Services

Option A: The Contractor shall provide the following creative services to the Client: [Description of Services, e.g., Graphic Design Services including logo design, marketing collateral, and website graphics.]

Option B: The Contractor shall perform the services outlined in Exhibit A, attached hereto and incorporated by reference.

Deliverables:

The deliverables to be provided by the Contractor are as follows: [Detailed List of Deliverables, e.g., 3 Logo Concepts, 5 Social Media Graphics per Week, Website Mockup].

Creative Direction: The Client will provide creative direction and feedback to the Contractor, in accordance with the following guidelines: [Describe creative direction process, style guidelines, and brand standards].

Approval Process: All deliverables are subject to the Client's approval. The Client shall provide written approval or rejection with reasons within [Number] business days of delivery.

Iterations/Revisions: The Contractor will provide a maximum of [Number] rounds of revisions per deliverable.

Collaboration/Client Input: The Client shall provide necessary information and feedback to the Contractor in a timely manner. Specifically, [Describe required client input or collaboration].

Service Delivery Timeline

Option A: Start Date: [Date], End Date: [Date].

Option B: The project timeline is as follows:

Milestone 1: [Milestone Description], Due Date: [Date]

Milestone 2: [Milestone Description], Due Date: [Date]

Client Feedback Deadline: The Client shall provide feedback on each milestone within [Number] business days.

Final Delivery Criteria: The final deliverable must meet the specifications outlined in Section 1 and be approved by the Client in writing.

Work Location

Option A: Remote. The Contractor shall perform the services remotely.

Option B: On-site. The Contractor shall perform the services at the Client's location: [Client Location Address].

Option C: Hybrid. The Contractor shall perform the services both remotely and on-site, as mutually agreed upon.

File Transfer: Digital files shall be transferred via [File Transfer Method, e.g., Google Drive, Dropbox].

Storage Responsibilities: The Contractor is responsible for maintaining backups of all work in progress. The Client is responsible for storing the final approved deliverables.

Cybersecurity Standards: The Contractor agrees to maintain reasonable cybersecurity standards to protect the Client’s confidential information.

Compensation

Option A: Hourly Rate. The Contractor shall be paid at an hourly rate of [Dollar Amount] per hour.

Option B: Project-Based. The Contractor shall be paid a fixed fee of [Dollar Amount] for the completion of the project.

Option C: Retainer. The Contractor shall be paid a retainer of [Dollar Amount] per month.

Option D: Milestone Payments. The Contractor shall be paid according to the following milestone schedule:

Milestone 1: [Milestone Description]: [Dollar Amount] upon completion.

Milestone 2: [Milestone Description]: [Dollar Amount] upon completion.

Payment Schedule: The Client shall pay the Contractor within [Number] days of receiving an invoice.

Invoicing Process: The Contractor shall submit invoices to the Client on a [Frequency, e.g., weekly, monthly] basis.

Late Payment Penalties: Late payments shall accrue interest at the rate of [Percentage]% per month, not exceeding the maximum rate allowed under Mississippi law.

Contractor Tax Obligations

The Contractor is solely responsible for paying all applicable federal and Mississippi state taxes, including self-employment taxes, state income tax, and sales tax (if applicable) on the services provided. The Contractor will receive a 1099-NEC from the Client if payments exceed $600 in a calendar year. The Contractor is responsible for all necessary reporting and insurance.

Intellectual Property

Option A: Work-for-Hire. All work product created by the Contractor for the Client under this Agreement shall be considered "work made for hire" as defined by U.S. Copyright Law, and the Client shall own all right, title, and interest in and to such work product, including all copyrights.

Option B: Copyright Assignment. Upon full payment, the Contractor hereby assigns to the Client all right, title, and interest in and to the work product created under this Agreement, including all copyrights.

Pre-Existing Intellectual Property: The Contractor retains ownership of any pre-existing intellectual property used in the creation of the work product.

Usage Licenses: The Client is granted a [Type of License, e.g., exclusive, non-exclusive] license to use the Contractor's pre-existing intellectual property in connection with the work product.

Portfolio/Display Rights: The Contractor retains the right to display the work product in their portfolio and for promotional purposes, unless otherwise agreed upon in writing.

Moral Rights: To the extent permitted by law, the Contractor waives any moral rights in the work product.

Confidentiality

The Contractor agrees to hold all confidential information of the Client in strict confidence and not to disclose such information to any third party or use it for any purpose other than the performance of this Agreement. This includes trade secrets as protected under Mississippi law.

Non-Competition/Non-Solicitation

Option A: Non-Competition. During the term of this Agreement and for a period of [Number] months after termination, the Contractor shall not engage in any business that directly competes with the Client within a [Geographic Area, e.g., 50-mile radius of Jackson, Mississippi]. This restriction is narrowly tailored to protect the Client's legitimate business interests.

Option B: Non-Solicitation. During the term of this Agreement and for a period of [Number] months after termination, the Contractor shall not solicit the Client's employees or customers.

Independent Contractor Status

The Contractor is an independent contractor and not an employee, agent, or partner of the Client. The Contractor has control over the manner and means of performing the services. The Contractor is responsible for all taxes, workers' compensation, insurance, and regulatory compliance. Nothing in this Agreement constitutes an offer of employment or benefits.

Third-Party Materials

The Contractor is responsible for obtaining all necessary licenses and permissions for any third-party materials used in the work product. The Contractor warrants that the work product does not infringe upon the intellectual property rights of any third party.

Acceptance of Deliverables

The Client shall have [Number] business days to review each deliverable. The Client must provide written acceptance or rejection with reasons. The Contractor shall have [Number] business days to address any rejected deliverables. Disputes regarding creative standards shall be resolved through good faith negotiation.

Liability/Indemnification

The Contractor shall indemnify and hold harmless the Client from any and all claims, damages, and expenses arising out of the Contractor's negligence or willful misconduct. The Client’s liability for damages arising from this agreement shall be limited to the total amount paid to the Contractor under this Agreement.

Term/Termination

This Agreement shall commence on [Start Date] and shall continue until [End Date] or until terminated as provided herein.

Option A: Termination for Cause. Either party may terminate this Agreement for cause upon written notice to the other party.

Option B: Termination for Convenience. Either party may terminate this Agreement for convenience upon [Number] days written notice to the other party.

Remedies for Early Termination: In the event of early termination by the Client without cause, the Contractor shall be entitled to payment for all work completed up to the date of termination.

Final Handover of Work: Upon termination, the Contractor shall promptly deliver to the Client all work product and materials.

Post-Termination Obligations: The confidentiality obligations in Section 7 shall survive termination of this Agreement.

Dispute Resolution

The parties agree to first attempt to resolve any disputes through good faith negotiation. If negotiation fails, the parties agree to submit the dispute to mediation or arbitration in [City, Mississippi]. This Agreement shall be governed by and construed in accordance with the laws of the State of Mississippi.

Compliance with Laws

The Contractor shall comply with all applicable federal, state, and local laws and regulations, including but not limited to the Americans with Disabilities Act (ADA) and the Mississippi Digital Millennium Copyright Act.

Notices

All notices 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 in the preamble of this Agreement.

Miscellaneous

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.

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

Waiver: No waiver of any provision of this Agreement shall be effective unless in writing and signed by the waiving party.

Assignment/Subcontracting: The Contractor shall not assign or subcontract any of its rights or obligations under this Agreement without the prior written consent of the Client.

Amendment: This Agreement may be amended only by a writing signed by both parties.

Signatures

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

____________________________

[Client Full Legal Name]

____________________________

[Contractor Full Legal Name]

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Optional: Notary Acknowledgment

State of Mississippi, County of [County Name]

On this [Day] day of [Month], [Year], before me, the undersigned authority, personally appeared [Client Full Legal Name] and [Contractor Full Legal Name], known to me (or satisfactorily proven) to be the persons whose names are subscribed to the within instrument and acknowledged that they executed the same as their free act and deed.

____________________________

Notary Public

My Commission Expires: [Date]