South Carolina design independent contractor agreement template

South Carolina Design Independent Contractor Agreement

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

• [Client Name], residing at [Client Address], whose business entity status is [Client Business Entity Status, e.g., Individual, LLC, Corporation] ("Client"), and
• [Contractor Name], residing at [Contractor Address], whose business entity status is [Contractor Business Entity Status, e.g., Individual, LLC, Corporation] ("Contractor").

1. Scope of Services

The Contractor agrees to provide the following design services to the Client:

• Option A: [Detailed Description of Design Services, e.g., Graphic design services for a new marketing campaign, including logo design, brochure layout, and social media graphics]
• Option B: [Alternative Detailed Description of Design Services, e.g., Website design and development, including wireframing, visual design, front-end coding, and content management system integration]

The deliverables shall include: [List of Deliverables, e.g., Logo files in vector format (AI, EPS, SVG), print-ready brochure files (PDF), social media graphics (JPEG, PNG)].

The number of draft review rounds included is: [Number].

The required file formats are: [List of File Formats].

The project milestones are:

• [Milestone 1, e.g., Initial concept presentation]: [Due Date]
• [Milestone 2, e.g., First draft delivery]: [Due Date]
• [Milestone 3, e.g., Final delivery]: [Due Date]

The revision limits are: [Number] revisions per deliverable.

The delivery timelines are: as specified in the milestone schedule.

Client obligations for feedback or materials: [Description of Client Obligations, e.g., Provide timely feedback on drafts within 3 business days of receipt; provide all necessary brand guidelines and imagery].

2. Service Location

• Option A: The services shall be performed remotely.
• Option B: The services shall be performed on-site at [Client Location] in South Carolina.
  • Travel reimbursement: [Yes/No, and details if yes]
  • Use of Client equipment: [List of Equipment]
  • Workspace requirements: [Description of Workspace]
  • Data security measures: [Description of Data Security Measures, including compliance with South Carolina data breach notification laws]

3. Compensation

• Option A: Hourly rate of [Dollar Amount] per hour.
• Option B: Per-milestone payment as follows:
  • [Milestone 1]: [Dollar Amount]
  • [Milestone 2]: [Dollar Amount]
  • [Milestone 3]: [Dollar Amount]
• Option C: Per-project payment of [Dollar Amount].

Payment schedule: [Description of Payment Schedule, e.g., 50% upfront, 50% upon final delivery and approval].

Invoicing procedures: [Description of Invoicing Procedures, e.g., Contractor will submit invoices to Client electronically on a [Monthly/Bi-Weekly] basis].

Contractor is responsible for all applicable South Carolina taxes, including sales or use tax on tangible deliverables (if applicable).

Late payment terms: [Description of Late Payment Terms, including interest rate if applicable, in compliance with South Carolina law].

4. Intellectual Property

The Client shall own the copyright to the final deliverables. The ownership of copyright in all drafts and concepts prior to final approval will reside with [Client/Contractor].

Licensing of design assets: [Description of Licensing Terms, e.g., Exclusive, perpetual license for use in all media worldwide].

Moral rights waiver: To the extent permitted by South Carolina law, the Contractor waives all moral rights in the deliverables.

Contractor may [may not/may with written consent] use client designs in their portfolio.

Procedures for client request of native files or source materials: [Description of Procedures].

5. Confidentiality

The Contractor agrees to hold all client information, trade secrets, and third-party data confidential, in accordance with South Carolina’s Uniform Trade Secrets Act. This obligation extends to unpublished creative concepts.

6. Independent Contractor Status

The Contractor is an independent contractor and is responsible for their own federal and state taxes, health insurance, workers’ compensation coverage (if applicable under SC Code), and local business licenses. The Client will not withhold any payroll taxes or provide benefits. Contractor acknowledges that the Client will issue a 1099-NEC form for payments over $600.

7. Assignment and Subcontracting

The Contractor [may/may not] assign or subcontract any portion of the services under this Agreement without the prior written consent of the Client. If subcontracting is permitted, the Contractor warrants that all subcontractors comply with the same terms, including IP assignment and confidentiality.

8. Liability and Indemnification

The Contractor shall indemnify and hold harmless the Client from and against any and all claims, losses, damages, liabilities, costs, and expenses (including attorney's fees) arising out of or relating to the Contractor’s breach of this Agreement, including, but not limited to, copyright infringement (including use of unlicensed fonts, images, or artwork), professional negligence, data loss, or violations of third-party rights.

Insurance requirements: [Description of Insurance Requirements, e.g., Contractor shall maintain professional liability insurance with a minimum coverage of $1,000,000].

9. Termination

This Agreement shall terminate on [Date].

The Client may terminate this Agreement for convenience upon [Number] days written notice, with pro rata payment for completed work.

Either party may terminate this Agreement immediately for breach.

Post-termination obligations: [Description of Post-Termination Obligations, e.g., Handover of all work in progress, return of client property, deletion of confidential data]. Final accounting will be provided within South Carolina’s statutory timeframes.

10. Force Majeure

Neither party shall be liable for any delay or failure to perform its obligations under this Agreement due to any cause beyond its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, fire, flood, or other natural disaster, consistent with South Carolina law.

11. Dispute Resolution

Any dispute arising out of or relating to this Agreement shall be resolved as follows:

• Step 1: Good faith negotiation between the parties.
• Step 2: If negotiation fails, mediation in South Carolina.
• Step 3: If mediation fails, exclusive jurisdiction and venue in the courts of South Carolina. South Carolina contract law shall apply.

Attorney’s fees for prevailing parties: [Description, e.g., The prevailing party shall be entitled to recover reasonable attorney’s fees], if permitted under SC law.

12. Other Provisions

Industry certifications or design licensure (if applicable): [Description of requirements].

Compliance with federal and SC anti-discrimination and accessibility requirements for digital/web design: [Description of Compliance Measures].

Client approval for major creative direction changes: [Description of Process].

Record retention: The parties acknowledge the record retention requirements under SC law regarding contracts and invoices for tax audit purposes.

Entire agreement: This Agreement constitutes the entire agreement between the parties and supersedes all prior or contemporaneous communications and proposals, whether oral or written.

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

Notice method: All notices shall be in writing and shall be deemed to have been duly given when delivered in person, sent by certified mail, or sent by email to the addresses listed above.

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

Counterpart signatures: 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 are accepted.

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

____________________________
[Client Name]

____________________________
[Contractor Name]