New Hampshire design independent contractor agreement template

New Hampshire Design Independent Contractor Agreement

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

[Client Name], located at [Client Address], registered in New Hampshire as [Client Business Entity Name, if applicable] (the “Client”), and

[Contractor Name], located at [Contractor Address], registered in New Hampshire as [Contractor Business Entity Name, if applicable] (the “Contractor”).

Scope of Services

Option A: The Contractor shall provide the following design services (the “Services”): [Detailed Description of Services, e.g., graphic design for marketing materials, UI/UX design for a website, branding package]. This includes, but is not limited to: [List of Specific Deliverables, e.g., logo design, website mockups, print-ready files]. Functional and aesthetic requirements are outlined in [Document Name, e.g., Client Design Brief, Appendix A].

Option B: The Contractor shall provide design services as outlined in the attached Statement of Work (Exhibit A). The Services include: [High-level description of design services]. All work must adhere to industry standards and be original.

Quality and Originality Criteria: The design work must be of professional quality and original. It must not infringe on any existing copyrights or trademarks. Client satisfaction will be based on [Specific Metrics, e.g., adherence to brand guidelines, user feedback, conversion rates].

Project Timeline

Option A: The Services shall commence on [Start Date] and be completed by [Completion Date]. Key milestones include:

[Milestone 1]: [Date]

[Milestone 2]: [Date]

[Milestone 3]: [Date]

Option B: The project timeline and milestones are detailed in Exhibit B (Project Timeline). Client-caused delays may impact the Completion Date. The Contractor will notify the Client of any potential delays as soon as reasonably possible.

Revision Rounds: The Contractor will provide [Number] rounds of revisions for each deliverable. Additional revisions may be subject to additional fees.

Location of Services

Option A: The Services will be performed remotely by the Contractor.

Option B: The Services will be performed at the Client’s location at [Client Address]. In-person meetings may be required [Frequency, e.g., weekly, as needed].

Option C: The Services will primarily be performed at the Contractor's premises at [Contractor Address] unless otherwise agreed upon for meetings. The Client may be required to visit the contractor's premises in [City, NH] for reviews.

Fees and Payment

Option A: The Client shall pay the Contractor at an hourly rate of [Dollar Amount] per hour.

Option B: The Client shall pay the Contractor a fixed fee of [Dollar Amount] for the Services.

Option C: The Client shall pay the Contractor a retainer of [Dollar Amount] per month, with additional fees for services exceeding the retainer scope, billed at [Dollar Amount] per hour.

Payment Schedule:

[Percentage]% upon execution of this Agreement.

[Percentage]% upon completion of [Milestone].

[Percentage]% upon final delivery and acceptance of the Services.

Invoicing: The Contractor shall submit invoices to the Client [Frequency, e.g., monthly, upon completion of milestones]. Payment is due within [Number] days of invoice date. Accepted payment methods are [List of Payment Methods, e.g., check, electronic transfer].

New Hampshire Tax Compliance: The Contractor is responsible for all applicable New Hampshire state and federal taxes. If the Services involve tangible deliverables, New Hampshire sales tax will be added to the invoice.

Late Fees: Late payments will be subject to a late fee of [Dollar Amount or Percentage] per month, compliant with New Hampshire law.

Expenses

Option A: The Client shall reimburse the Contractor for reasonable pre-approved expenses, including [List of Expenses, e.g., travel, materials, software licenses].

Option B: Expenses are included in the fixed fee. The Contractor is responsible for all expenses related to the Services.

Pre-Approval: Any expense exceeding [Dollar Amount] requires pre-approval from the Client.

Intellectual Property

Option A: Upon full payment, all rights, title, and interest in and to the deliverables created under this Agreement, including copyright, shall be assigned to the Client. This is a work made for hire to the extent permitted by law.

Option B: The Contractor grants the Client a perpetual, royalty-free license to use the deliverables created under this Agreement. The Contractor retains ownership of the copyright.

Option C: The Client retains ownership of all background IP and assets provided. The Contractor shall retain ownership of the underlying tools, processes, and pre-existing IP used in the project.

Moral Rights Waiver: To the extent permitted by law, the Contractor waives all moral rights in the deliverables.

Contractor Portfolio Use: The Contractor may use the deliverables in its portfolio for marketing purposes with [Client Approval Required/No Approval Required].

Source Files: Upon final payment, the Contractor will provide the Client with source files (e.g., .psd, .ai).

Confidentiality

Option A: The Contractor shall hold all Client information confidential and shall not disclose it to any third party.

Option B: Both parties agree to hold each other's information confidential.

NDA: The Contractor shall adhere to the terms of the Non-Disclosure Agreement attached as Exhibit C.

Confidential Information: Includes but is not limited to [List of Confidential Information, e.g., trade secrets, client lists, financial information]. This obligation survives the termination of this Agreement.

Independent Contractor Status

The Contractor is an independent contractor and not an employee, agent, or partner of the Client. The Contractor is solely responsible for all applicable New Hampshire state and federal taxes, unemployment insurance, and workers’ compensation coverage (if applicable).

New Hampshire RSA 281-A:2 VI(b)(2): The Contractor acknowledges understanding of the "seven criteria" for independent contractor status under New Hampshire workers' compensation law. These criteria are used to determine whether a worker is an employee or an independent contractor for purposes of workers' compensation coverage. These criteria include:

[List of the seven criteria for independent contractor status. Please find this list using the official New Hampshire Statutes and Laws.]

The Contractor is responsible for maintaining appropriate business registrations and insurance.

Work Standards and Acceptance

The Client shall provide feedback to the Contractor within [Number] days of delivery of each deliverable.

The Contractor shall address revision requests within [Number] days.

Acceptance Criteria: The deliverables must meet the requirements outlined in the Scope of Services and be of professional quality.

Deemed Acceptance: If no objections are made within [Number] days of delivery, the deliverables shall be deemed accepted.

Liability and Indemnification

Option A: The Contractor shall indemnify and hold the Client harmless from any claims arising from the Contractor’s negligence or willful misconduct.

Option B: The Client shall indemnify and hold the Contractor harmless from any claims arising from the Client's use of the deliverables.

Insurance: The Contractor shall maintain professional liability insurance in the amount of [Dollar Amount].

Third-Party Claims: The Contractor is responsible for ensuring that the deliverables do not infringe on any third-party intellectual property rights.

Contract Modification

Any modification to this Agreement must be in writing and signed by both parties.

Change orders shall be subject to additional fees and may impact the project timeline.

Termination

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

Option B: The Client may terminate this Agreement immediately for breach of contract by the Contractor.

Option C: The contractor may terminate this agreement immediately if the client fails to make timely payments.

Payment Obligations: Upon termination, the Client shall pay the Contractor for all work completed up to the date of termination.

Intellectual Property: Upon termination, the treatment of intellectual property shall be as follows: [Describe Treatment, e.g., The Client retains the rights to the work completed up to the date of termination.].

Governing Law and Dispute Resolution

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

Any disputes arising under this Agreement shall be resolved in the courts of [County], New Hampshire.

Alternative Dispute Resolution: The parties agree to attempt to resolve any disputes through mediation before resorting to litigation.

Compliance with Laws

The Contractor shall comply with all applicable New Hampshire and federal laws.

Non-Solicitation and Non-Competition

The Contractor agrees not to solicit the Client’s employees or customers for a period of [Number] months following the termination of this Agreement within a [Geographic Area] radius.

The Contractor agrees not to engage in any business that directly competes with the Client’s business for a period of [Number] months following the termination of this Agreement within a [Geographic Area] radius.

Representations and Warranties

The Contractor represents and warrants that it has the authority, expertise, and legal right to provide the Services.

The Contractor warrants that the deliverables are original and do not infringe on any third-party rights.

Notices

All notices under this Agreement shall be in writing and delivered to the addresses listed above.

Electronic notifications shall be sent to [Client Email Address] and [Contractor Email Address].

Assignment

This Agreement may not be assigned by either party without the written consent of the other party.

Severability

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

Entire Agreement

This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements and understandings, whether written or oral.

Waiver

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

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

[Client Name]

By: [Client Signature]

Name: [Client Printed Name]

Title: [Client Title]

[Contractor Name]

By: [Contractor Signature]

Name: [Contractor Printed Name]

Title: [Contractor Title]