Rhode Island construction independent contractor agreement template

Rhode Island Construction Independent Contractor Agreement

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

• [Client Full Legal Name], residing at [Client Mailing Address], hereinafter referred to as "Client,"

and

• [Contractor Full Legal Name], a [Contractor Business Entity Type, e.g., Individual, LLC, Corporation], with a principal place of business at [Contractor Mailing Address], Rhode Island Contractor Registration/License Number [Contractor Registration/License Number], hereinafter referred to as "Contractor."

Project Information:

• Project Location: [Project Location Address]
• Project Title: [Project Title]
• Project Reference Number: [Project Reference Number]
• Architect/Engineer (if applicable): [Architect/Engineer Name and Contact Information]

1. Scope of Work:

• Option A: Contractor shall perform the following construction work: [Detailed Description of Work, including specific plans, technical specifications, client-supplied information, reference to RI building codes and local ordinances (e.g., energy efficiency, historic preservation, coastal resources)]. This includes [List of detailed work descriptions, e.g., Remodeling, Repairs, New Construction, Demolition, or Specialty Trade Work (e.g., electrical, plumbing)].
• Option B: Contractor shall perform all work as detailed in Exhibit A, attached hereto and incorporated herein.
• Option C: The scope of work involves [Specialty trade work, e.g., Electrical, Plumbing].

2. Service Timeline:

• Option A: The work shall commence on [Start Date] and be substantially completed by [End Date].
• Option B: Key milestones include: [List of milestones with corresponding dates, e.g., Foundation completion by [Date], Framing complete by [Date]].
• Contractor is responsible for obtaining the following permits and inspections: [List of permits and inspections].
• Contractor shall document progress via [Methods for documenting progress, e.g., photos, daily logs].

3. Deliverable Standards:

• Option A: All work shall conform to quality benchmarks compliant with Rhode Island state and municipal building regulations.
• Option B: Client inspection and acceptance procedures: [Description of procedures for client inspection, punch lists, and acceptance].
• Contractor is expected to adhere to [Specific requirements for client expectations, e.g., daily site cleanup].

4. Work Schedule and Site Access:

• Option A: Work hours are [Work schedule and access hours, e.g., Monday-Friday, 8:00 AM - 5:00 PM].
• Option B: Site security and safety protocols are as follows: [Detailed safety protocols and site security measures].
• Subcontractors:
  • Contractor may use subcontractors with prior written approval from Client.
  • Subcontractors must be licensed and registered in Rhode Island.
  • Subcontractors must provide proof of insurance.

5. Materials, Equipment, and Disposal:

• Option A: Contractor is responsible for providing all materials and equipment unless otherwise specified.
• Option B: Client shall supply the following materials: [List of client-supplied materials].
• Contractor is responsible for proper disposal of all waste materials in compliance with Rhode Island hazardous waste/special waste disposal laws and recycling mandates.

6. Price and Payment:

• Option A: Fixed Price: The total contract price is [Dollar Amount].
• Option B: Cost-Plus: The contract price is cost plus [Percentage]% for overhead and profit. Labor rates are [Dollar Amount] per hour.
• Option C: Unit Pricing: The contract price is based on the following unit prices: [List of unit prices for specific tasks].
• Option D: Time and Materials: The contract price is based on time and materials, with labor rates of [Dollar Amount] per hour and materials billed at cost plus [Percentage]%.
• Payment Schedule:
  • Mobilization Payment: [Dollar Amount or Percentage] upon commencement of work.
  • Milestone Payments: [Payment schedule linked to milestones].
  • Retainage: [Percentage]% retainage to be held until final completion.
  • Final Payment: Due upon final acceptance of the work.
• Invoicing procedures: [Description of invoicing procedures].
• Lien Rights Notice: Contractor acknowledges Client's right to notice of lien rights under Rhode Island Mechanic’s Lien laws.

7. Independent Contractor Status:

• Contractor is an independent contractor and not an employee of Client.
• Contractor is responsible for all applicable taxes, including state and federal income tax and self-employment tax.
• Contractor is responsible for obtaining workers’ compensation insurance if they have employees in Rhode Island.
• Contractor shall maintain general liability insurance with minimum coverage amounts of [Dollar Amount].

8. Risk Allocation and Indemnification:

• Contractor shall indemnify and hold harmless Client from any claims for property damage or injury arising out of Contractor’s work, subject to Rhode Island comparative negligence doctrines.
• Client is responsible for providing accurate information regarding site conditions and latent defects.
• Contractor is responsible for utility marking and underground hazards per “Dig Safe” laws.

9. Warranty:

• Option A: Contractor warrants the work for a period of [Number] year(s) from the date of substantial completion.
• Option B: The warranty covers defects in workmanship and materials, excluding normal wear and tear.
• Warranty claim resolution procedures: [Description of procedures for warranty claim resolution].

10. Compliance:

• Contractor shall comply with all relevant Rhode Island and municipal regulations, including zoning, licensing, lead-safe work practices (if pre-1978 structures), OSHA/state safety standards, and environmental laws.

11. Change Orders:

• All changes to the scope of work must be documented in writing and approved by both parties via a written change order.
• Change orders shall include adjustments to the schedule and price.

12. Completion and Acceptance:

• Substantial Completion: Work is substantially complete when the project is sufficiently complete to be used for its intended purpose.
• Final Completion: Work is finally complete when all punch list items have been completed and all required certificates of occupancy or code compliance have been obtained.
• Procedure for retaining and releasing final payment/holdback: [Description of procedure].

13. Termination:

• Option A: Either party may terminate this Agreement for breach of contract, force majeure, or insolvency.
• Option B: Client may terminate this Agreement for convenience with [Number] days’ written notice.
• Upon termination, Contractor shall demobilize, remove equipment and debris, and provide documentation for final settlement.

14. Dispute Resolution:

• Any disputes arising under this Agreement shall be resolved through negotiation, followed by mediation or arbitration in Rhode Island under Rhode Island law.
• Venue for any legal action shall be in [County Name] County, Rhode Island.

15. Miscellaneous:

• Assignment: Contractor may not assign this Agreement without Client’s prior written consent.
• Subcontracting: Any subcontracting requires prior written consent from Client.
• Non-Solicitation: Contractor shall not solicit Client’s employees or contractors.
• Confidentiality: Contractor shall maintain confidentiality regarding Client’s property, project details, and proprietary information.
• Entire Agreement: This Agreement constitutes the entire agreement between the parties and supersedes all prior negotiations and understandings.
• Amendments: Any amendments to this Agreement must be in writing and signed by both parties.

16. Required Disclosures and Notices (Rhode Island Specific):

• Consumer Protection Notices: [Include required consumer protection notices].
• Right to Cancel (for residential contracts): [Include right to cancel information, if applicable].
• Mechanic’s Lien Rights: [Clear description of mechanic’s lien rights and waiver/release provisions].
• Statutory Notices: [Include all other statutory notices required under Rhode Island law].

17. Optional Clauses:

• Hazardous Material Discovery: [Procedures for handling hazardous material discovery].
• Mold/Asbestos/Lead Paint Protocols: [Specific protocols for these issues].
• Historic Preservation: [Clauses addressing historic preservation requirements, if applicable].
• Severe Weather/Work Suspension: [Procedures related to severe weather/work suspension specific to Rhode Island].

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

____________________________
[Client Full Legal Name]
Client

____________________________
[Contractor Full Legal Name]
Contractor