South Carolina marketing independent contractor agreement template

South Carolina Marketing Independent Contractor Agreement

This South Carolina Marketing Independent Contractor Agreement (the “Agreement”) is made and entered into as of this [Date] by and between:

[Client Full Legal Name], a [Client Business Type] with its principal place of business at [Client Business Address] (“Client”),

and

[Contractor Full Legal Name], residing at [Contractor Address] and/or doing business as [Contractor Business Entity Name, if applicable] (“Contractor”).

WHEREAS, Client desires to engage Contractor to provide certain marketing services; and

WHEREAS, Contractor desires to provide such marketing services to Client as an independent contractor.

NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties agree as follows:

1. Scope of Services

Option A: Contractor shall perform the following marketing services for Client: [Detailed Description of Marketing Services, including specific tasks, deliverables, platforms, brand guidelines, and required formats. Example: Develop a digital marketing strategy including SEO/SEM activities, email campaigns using Mailchimp and adhering to Client's brand guidelines, social media management on Facebook and Instagram with content creation adhering to deadlines, and monthly analytics/reporting.]

Option B: Contractor shall perform marketing services as detailed in Exhibit A, attached hereto and incorporated herein by reference.

Deliverables:

• [List of Specific Deliverables]
• [Required Formats and Standards]
• [Delivery Deadlines]

Client shall provide the following marketing assets to Contractor: [List of Marketing Assets Client will Provide].

2. Term and Termination

Option A: The term of this Agreement shall commence on [Start Date] and shall continue for a period of [Number] [Days/Months/Years], expiring on [End Date].

Option B: This Agreement shall be effective as of the date first written above and shall continue until terminated as provided herein.

Termination:

• Either party may terminate this Agreement upon [Number] days written notice to the other party.
• Client may terminate this Agreement immediately if Contractor breaches any material term of this Agreement.

Renewal:

• Option A: This Agreement shall automatically renew for successive [Number] [Days/Months/Years] periods unless either party provides written notice of non-renewal at least [Number] days prior to the end of the then-current term.
• Option B: This Agreement may be renewed only by written agreement of both parties.

3. Compensation and Payment

Option A: Client shall pay Contractor a fixed fee of [Dollar Amount] for the services provided under this Agreement.

Option B: Client shall pay Contractor at an hourly rate of [Dollar Amount] per hour for services rendered.

Option C: Client shall pay Contractor a retainer fee of [Dollar Amount] per [Month/Quarter] for services provided.

Option D: Client shall pay Contractor a commission of [Percentage]% on [Describe Basis for Commission].

Payment Terms:

• Contractor shall invoice Client [Frequency, e.g., monthly, upon completion of project].
• Payment is due within [Number] days of invoice receipt.
• Acceptable methods of payment are: [List Acceptable Methods of Payment, e.g., check, ACH, wire transfer].

Expenses:

• Option A: Contractor is responsible for all expenses incurred in connection with the performance of services under this Agreement.
• Option B: Client shall reimburse Contractor for pre-approved expenses, not to exceed [Dollar Amount], upon submission of receipts.

4. Independent Contractor Status

Contractor is an independent contractor and not an employee, partner, agent, or joint venturer of Client. Client shall have no control over the manner in which Contractor performs the services, except that Contractor shall comply with Client’s reasonable requests regarding the final product or result of the services.

Contractor is free to perform services for other clients.

Contractor is responsible for providing its own equipment and materials.

Contractor shall be paid by invoice and is responsible for all applicable taxes, including self-employment taxes and South Carolina state taxes.

5. Intellectual Property

Option A: All intellectual property created by Contractor in connection with this Agreement shall be owned by Client.

Option B: All intellectual property created by Contractor in connection with this Agreement shall be owned by Contractor, subject to a license granted to Client to use such intellectual property for [Specify Purpose].

Work for Hire: The parties agree that the services provided by Contractor under this Agreement constitute "work for hire" as defined under South Carolina and federal copyright law.

6. Confidentiality

Contractor shall not disclose any confidential information of Client to any third party. Confidential information includes, but is not limited to, client lists, marketing strategies, trade secrets, and financial information. This obligation shall continue for [Number] years after the termination of this Agreement.

7. Non-Solicitation/Non-Compete (Optional)

Non-Solicitation:

• During the term of this Agreement and for a period of [Number] [Months/Years] following its termination, Contractor shall not solicit, directly or indirectly, any employee or client of Client. This restriction applies only within the geographic area of [Specify Geographic Area, complying with South Carolina law].

Non-Compete:

• During the term of this Agreement and for a period of [Number] [Months/Years] following its termination, Contractor shall not engage in any business that competes with the business of Client. This restriction applies only within the geographic area of [Specify Geographic Area, complying with South Carolina law] and is limited to the following specific services: [Specifically defined competing services].
• Note: South Carolina courts disfavor broad non-compete agreements, so any such clause must be narrowly tailored.

8. Data Privacy and Security

Contractor shall comply with all applicable data privacy laws and regulations, including any South Carolina-specific regulations, and shall take reasonable measures to protect the security of Client's data.

9. Compliance with Laws

Contractor shall comply with all applicable federal and South Carolina laws and regulations, including but not limited to the CAN-SPAM Act, the TCPA, and the FTC guidelines for digital marketing.

10. Liability and Indemnification

Contractor shall be liable for any damages caused by Contractor's negligence or willful misconduct.

Contractor shall indemnify and hold Client harmless from any claims, damages, or expenses arising out of Contractor's performance of services under this Agreement, except to the extent such claims arise from Client's own negligence or willful misconduct or from materials supplied by the client.

11. Insurance

Contractor shall maintain the following insurance coverage: [Specify Required Insurance Coverage, e.g., Professional Liability/Errors & Omissions Insurance] with a minimum coverage amount of [Dollar Amount].

12. 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, including but not limited to acts of God, natural disasters, government orders, or public health emergencies.

13. Dispute Resolution

The parties shall attempt to resolve any disputes arising out of or relating to this Agreement through good faith negotiation. If the parties are unable to resolve the dispute through negotiation, they shall submit the dispute to mediation in [City, South Carolina]. If mediation is unsuccessful, the parties may pursue binding arbitration or litigation in the courts of South Carolina, with venue in [Charleston/Columbia/Client's Jurisdiction, South Carolina]. This Agreement shall be governed by and construed in accordance with the laws of the State of South Carolina.

14. Amendments

This Agreement may be amended only by a written instrument signed by both parties.

15. Notices

All notices under this Agreement shall be in writing and shall be deemed to be duly given when delivered personally, sent by certified mail, return receipt requested, or sent by email to the addresses set forth above.

16. Severability

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

17. 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.

18. Return of Materials

Upon termination of this Agreement, Contractor shall return or destroy all confidential information and proprietary materials belonging to Client.

19. Representations and Warranties

Contractor represents and warrants that Contractor has the authority to enter into this Agreement and that Contractor is capable of performing the services described herein. Contractor warrants there are no conflicting engagements.

20. Assignment and Subcontracting

Contractor shall not assign or subcontract any of its rights or obligations under this Agreement without the prior written consent of Client. Contractor is responsible for subcontractor compliance.

21. South Carolina Business Registration

If Contractor is operating as an LLC or corporation, Contractor warrants that it is in compliance with the South Carolina Department of Revenue and Secretary of State requirements on business registration.

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

[Client Full Legal Name]

By: [Client Signature]

Name: [Client Printed Name]

Title: [Client Title]

[Contractor Full Legal Name]

By: [Contractor Signature]

Name: [Contractor Printed Name]