New Hampshire independent contractor agreement template

New Hampshire Independent Contractor Agreement

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

• [Client Company Name], a [Client Company Type] with its principal place of business at [Client Company Address] ("Client"), and
• [Contractor Name], residing at [Contractor Address] ("Contractor").

1. Independent Contractor Relationship

• The Contractor is an independent contractor and not an employee, partner, agent, or joint venturer of the Client.
• The Client shall not control or direct the manner or means by which the Contractor performs the services.
• Option A: The Contractor is free to perform services for others.
• Option B: The Contractor may not perform services for direct competitors of the Client during the term of this agreement.

Contractor Tax Obligations:

• The Contractor is solely responsible for all federal, state, and local income taxes, self-employment taxes, Social Security contributions, Medicare contributions, and any other applicable taxes or withholdings.
• The Contractor will not be treated as an employee for tax purposes.
• Option A: Contractor may hire subcontractors with prior written approval from Client.
• Option B: Contractor may hire subcontractors without prior approval from Client. Contractor will be solely responsible for payment and management of said subcontractors.
• The Contractor is responsible for providing all tools, equipment, and materials necessary to perform the services, unless otherwise agreed.
• Option A: Client will provide certain equipment and materials as described in Exhibit A. Contractor is responsible for the upkeep and care of said equipment and materials.
• The Contractor is responsible for all expenses incurred in connection with the performance of the services, including but not limited to transportation, lodging, and meals, unless otherwise agreed.

2. Description of Services

• The Contractor shall perform the following services (the "Services"): [Detailed Description of Services].
• Work Product Expectations: [Detailed Description of Work Product Expectations].
• Project Milestones: [Detailed Description of Project Milestones].
• Deadlines: [Detailed Description of Deadlines].
• Acceptable Standards of Quality: [Detailed Description of Acceptable Standards of Quality].

Location of Services:

• Option A: Onsite at [Client Company Address].
• Option B: Remote.
• Option C: As determined by the parties.

Project Scope:

• Option A: Single Project.
• Option B: Multiple Projects as agreed upon in writing.
• Option C: Recurring Services as defined in Exhibit B.

3. Term and Termination

Term: This Agreement shall commence on [Start Date] and shall continue:

• Option A: Until the completion of the Services.
• Option B: For a fixed term of [Number] months, expiring on [End Date].
• Option C: Until terminated as provided herein.

Renewal:

• Option A: This Agreement shall automatically renew for successive terms of [Number] months unless either party provides written notice of termination at least [Number] days prior to the end of the then-current term.
• Option B: This Agreement will not automatically renew.

Termination:

• Either party may terminate this Agreement:
  • Option A: For convenience upon [Number] days' written notice to the other party.
  • Option B: For cause upon written notice to the other party if the other party breaches this Agreement. Cause shall include, but not be limited to:
    • Material breach of this Agreement.
    • Gross negligence or willful misconduct.
    • Failure to perform the Services in a satisfactory manner.

Consequences of Termination: Upon termination of this Agreement, the Contractor shall:

• Immediately cease performing the Services.
• Return all Client property, including but not limited to documents, data, and equipment.
• Be entitled to payment for Services performed up to the date of termination, subject to any deductions for damages caused by the Contractor's breach.

4. Payment

Compensation: The Client shall pay the Contractor as follows:

• Option A: A flat fee of [Dollar Amount] upon completion of the Services.
• Option B: An hourly rate of [Dollar Amount] per hour.
• Option C: Per milestone as outlined in Exhibit C.
• Option D: A retainer of [Dollar Amount] per [Time Period].

Invoice Frequency: The Contractor shall submit invoices to the Client:

• Option A: Upon completion of the Services.
• Option B: Monthly.
• Option C: As otherwise agreed upon in writing.

Payment Method: The Client shall pay the Contractor:

• Option A: By check.
• Option B: By electronic funds transfer.
• Option C: As otherwise agreed upon in writing.

Timing of Payments: The Client shall pay the Contractor within [Number] days of receipt of a valid invoice.

Late Payment Penalties:

• Option A: Late payments shall accrue interest at a rate of [Percentage] per month.
• Option B: There will be no late payment penalty.

Reimbursement of Business Expenses:

• Option A: The Client shall reimburse the Contractor for reasonable business expenses incurred in connection with the performance of the Services, subject to prior written approval.
• Option B: The Client shall not reimburse the Contractor for any business expenses.

5. Taxes and Benefits

• The Contractor is solely responsible for all applicable federal, state, and local taxes, including income taxes, self-employment taxes, Social Security contributions, and Medicare contributions.
• The Contractor is not eligible for any employee benefits offered by the Client, including but not limited to health insurance, retirement plans, paid leave, or workers' compensation.
• Option A: The Contractor is responsible for collecting and remitting sales tax, if applicable.
• Option B: The Contractor is not responsible for collecting and remitting sales tax.

6. Responsibilities and Standards of Conduct

• The Contractor shall perform the Services in a professional and workmanlike manner.
• The Contractor shall maintain the confidentiality of all Client information.
• The Contractor shall comply with all applicable laws and regulations.
• Option A: The Contractor shall comply with the Client's company policies as outlined in Exhibit D.
• The Contractor shall not discriminate against any person on the basis of race, color, religion, sex, national origin, age, disability, or any other protected characteristic.

7. Confidentiality and Non-Disclosure

• The Contractor acknowledges that during the course of performing the Services, the Contractor may have access to confidential information of the Client, including but not limited to trade secrets, client lists, pricing information, and business plans.
• The Contractor shall not disclose any confidential information of the Client to any third party without the Client's prior written consent.
• This confidentiality obligation shall survive the termination of this Agreement.
• Option A: The Contractor shall return all confidential information to the Client upon termination of this Agreement.

8. Intellectual Property

• Option A: All work product, inventions, and deliverables created by the Contractor in connection with the Services shall be the sole property of the Client. This Agreement constitutes a work-for-hire agreement.
• Option B: All work product, inventions, and deliverables created by the Contractor in connection with the Services shall remain the property of the Contractor. The Contractor grants the Client a non-exclusive, royalty-free license to use such work product, inventions, and deliverables.
• Option C: Specific licensing arrangement is agreed upon as described in Exhibit E.

9. Non-Solicitation and Non-Compete

• Option A: Non-Solicitation: The Contractor shall not, during the term of this Agreement and for a period of [Number] months following the termination of this Agreement, solicit, induce, or attempt to solicit or induce any employee or customer of the Client to terminate their relationship with the Client.
• Option B: Non-Compete: The Contractor shall not, during the term of this Agreement and for a period of [Number] months following the termination of this Agreement, engage in any business that competes with the Client within a radius of [Number] miles from the Client's principal place of business.
• Option C: No Non-Solicitation or Non-Compete clause included in this Agreement.

10. Insurance

The Contractor shall maintain the following insurance coverage:

• Option A: General liability insurance with a minimum coverage of [Dollar Amount] per occurrence.
• Option B: Professional liability insurance with a minimum coverage of [Dollar Amount] per claim.
• Option C: Errors and omissions insurance with a minimum coverage of [Dollar Amount] per claim.
• Option D: Workers' compensation insurance (if applicable).

• Option A: The Client shall be named as an additional insured on the Contractor's insurance policies.
• The Contractor shall provide the Client with proof of insurance upon request.

11. Dispute Resolution

• Option A: Any dispute arising out of or relating to this Agreement shall be resolved through mediation in [City, State].
• Option B: Any dispute arising out of or relating to this Agreement shall be resolved through binding arbitration in [City, State] in accordance with the rules of the American Arbitration Association.
• Option C: Any dispute arising out of or relating to this Agreement shall be resolved in the state or federal courts located in [County, State].

Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of New Hampshire, without regard to its conflict of laws principles.

Allocation of Costs: The prevailing party in any dispute shall be entitled to recover its reasonable attorneys' fees and costs.

12. Indemnification

• Option A: The Contractor shall indemnify and hold harmless the Client from and against any and all claims, losses, damages, liabilities, and expenses (including attorneys' fees) arising out of or relating to the Contractor's performance of the Services or the Contractor's breach of this Agreement.
• Option B: The Client shall indemnify and hold harmless the Contractor from and against any and all claims, losses, damages, liabilities, and expenses (including attorneys' fees) arising out of or relating to the Client's breach of this Agreement.
• Option C: Each party shall be responsible for their own acts and omissions and neither party shall indemnify the other.

13. Liability Limits or Waivers

• Option A: The Client's liability to the Contractor shall be limited to the amount of compensation paid to the Contractor under this Agreement.
• Option B: Neither party shall be liable for any consequential, incidental, or special damages arising out of or relating to this Agreement.
• Option C: All claims for damages are waived with the exception of proven gross negligence.

14. Legal Compliance

• The Contractor shall comply with all applicable federal, state, and local laws and regulations in connection with the performance of the Services.
• Option A: The Contractor shall obtain and maintain all necessary licenses, permits, and registrations required to perform the Services in the State of New Hampshire.
• The Contractor is responsible for maintaining compliance with OSHA and New Hampshire workplace health and safety laws.
• Option B: Industry-specific regulations apply as listed in Exhibit F.

15. Notice

All notices under this Agreement shall be in writing and shall be deemed to be duly given:

• Option A: When delivered in person.
• Option B: When sent by certified mail, return receipt requested.
• Option C: When sent by email, with confirmation of receipt.

Notices shall be sent to the following addresses:

• Client: [Client Company Name], [Client Company Address], [Client Company Email]
• Contractor: [Contractor Name], [Contractor Address], [Contractor Email]

16. General Provisions

• Entire Agreement: This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous communications and proposals, whether oral or written.
• Amendments: This Agreement may be amended only by a writing signed by both parties.
• 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 party against whom the waiver is sought to be enforced.
• Assignment:
  • Option A: Neither party may assign its rights or obligations under this Agreement without the prior written consent of the other party.
  • Option B: Either party may assign its rights or obligations under this Agreement without the consent of the other party.
• Counterparts: This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
• Electronic Signatures: Electronic signatures shall be valid and binding.

17. Data Security and Privacy

• If the Services involve access to or processing of Client data, the Contractor shall comply with all applicable data security and privacy laws, including but not limited to the New Hampshire data breach notification law.
• The Contractor shall implement and maintain reasonable security measures to protect the confidentiality, integrity, and availability of Client data.

18. Background Checks/Screening

• Option A: The Contractor agrees to submit to a background check and/or drug screening prior to the commencement of services. Client will pay for the background check.
• Option B: No background check or screening is required for this engagement.

19. Equal Opportunity/Non-Discrimination

• Option A: The Contractor will comply with all applicable federal and state laws regarding equal opportunity and non-discrimination.
• Option B: Not applicable to this agreement.

20. Force Majeure

Neither party shall be liable for any delay or failure to perform its obligations under this Agreement to the extent that such delay or failure is caused by a force majeure event, such as acts of God, war, terrorism, or natural disasters.

21. Regulatory Filings

• Option A: The Contractor is responsible for all required regulatory filings related to their business and the services performed under this agreement.
• Option B: Not applicable to this agreement.

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

____________________________

[Client Company Name]

By: [Client Name]

Title: [Client Title]

Date: [Date]

____________________________

[Contractor Name]

By: [Contractor Name]

Title/Role: [Contractor Title/Role]

Date: [Date]